Common use of Offices, Records and Books of Account, Etc Clause in Contracts

Offices, Records and Books of Account, Etc. The Seller (i) shall keep its principal place of business and chief executive office (as such terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' prior written notice of a proposed change to the Agent, at any other locations in jurisdictions where all actions reasonably requested by the Agent to protect and perfect the interest of the Purchaser in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)) have been taken and completed and (ii) shall provide the Agent with at least 60 days' written notice prior to making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a merger) which could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term is used in the UCC; each notice to the Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Warren S D Co /Pa/)

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Offices, Records and Books of Account, Etc. The Seller (i) shall keep Keep its principal place of business and chief executive office location (as ------------------------------------------ such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller such Originator set forth under its name on the signature page hereto (or in the Joinder Agreement pursuant to the Agreement which it became a party hereto) or, upon at least 60 days' thirty days prior written notice of a proposed change to the AgentCompany and the Funding Agents, at any other locations in jurisdictions where all actions reasonably requested by the Agent Company and the Funding Agents to protect and perfect the interest of the Purchaser Company and the Collateral Agent in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)) have been taken and completed and (ii) shall provide the Agent Company and the Funding Agents with at least 60 30 days' written notice prior to before making any change in the Seller's its name or making any other change in the Seller's its identity or corporate structure (including a merger) which organizational status that could render any UCC financing statement filed in connection with this Agreement (or other Transaction Documents) "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent Company and the Funding Agents pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller Such Originator will also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Purchase and Sale Agreement (United States Steel Corp)

Offices, Records and Books of Account, Etc. The Seller Servicer: (i) shall ------------------------------------------ keep its principal place of business and chief executive office (as such terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller Servicer set forth under its name on the signature page to the Agreement or, upon at least 60 days' thirty days prior written notice of a proposed change to the AgentFunding Agents, at any other locations in jurisdictions where all actions reasonably requested by the Agent Funding Agents to protect and perfect the interest of the Purchaser Collateral Agent in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Agent Funding Agents with at least 60 30 days' written notice prior to before making any change in the SellerServicer's name or making any other change in the SellerServicer's identity or corporate structure (including a merger) which could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term is used in the UCCorganizational status; each notice to the Agent Funding Agents pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller Servicer will also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (United States Steel Corp)

Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep ------------------------------------------ its principal place of business and chief executive office location (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' thirty days prior written notice of a proposed change to the AgentFunding Agents, at any other locations in jurisdictions where all actions reasonably requested by the Agent Funding Agents to protect and perfect the interest of the Purchaser Collateral Agent in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Agent Funding Agents with at least 60 30 days' written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a merger) which organizational status that could render any UCC financing statement filed in connection with this the Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent Funding Agents pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller will also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (United States Steel Corp)

Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep its principal place of business and chief executive office (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' prior written notice of a proposed change pursuant to the Agentclause (j)(iv) below, at any other locations in jurisdictions where all actions reasonably requested by the Agent to protect and perfect the interest of the Purchaser Agent, for the benefit of the Purchasers, in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Agent with at least 60 30 days' written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a mergerChange in Control) which that could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller also will maintain and implement (or cause the Servicer to maintain and implement) administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain (or cause the Servicer to keep and maintain) all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit permit, as and when necessary, the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Warnaco Group Inc /De/)

Offices, Records and Books of Account, Etc. The Seller Each Originator (i) shall keep its principal place of business and chief executive office (as such terms are used in the UCC) and the office where it keeps keep its records concerning the Receivables state of organization at the address of the Seller State set forth under its name on the signature page to the Agreement in Section 4.1(a) or, upon at least 60 thirty (30) days' prior written notice of a proposed change to the Company (and, if the Receivables Purchase Agreement shall then be in effect, the Administrative Agent), at any other locations in jurisdictions where all actions reasonably requested by the Agent Company to protect and perfect the interest of the Purchaser Company and its assignees in the Pool Receivables and related items (including without limitation the items described in SECTION 1.2(d)) Related Assets have been taken and completed and (ii) shall provide the Agent Company (and, if the Receivables Purchase Agreement shall then be in effect, the Administrative Agent) with at least 60 thirty (30) days' written notice prior to making any change in the Seller's such Originator’s name or making any other change in the Seller's such Originator’s identity or corporate organizational structure (including through a merger) which could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term is used in the UCC; each notice to the Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller Each Originator also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Pool Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, including records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Appears in 1 contract

Samples: Receivables Sale Agreement (Ingram Micro Inc)

Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep its principal place of business and chief executive office (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' prior written notice pursuant to clause (k)(iv) of a proposed change to the Agentthis Section 1 below, at any other locations in jurisdictions where all actions reasonably requested by the Agent Administrator to protect and perfect the interest of the Purchaser Issuer in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Agent Administrator with at least 60 30 days' prior written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a mergerChange in Control) which that could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent Administrator pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller also will maintain and implement (or cause the Servicer to maintain and implement) administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain (or cause the Servicer to keep and maintain) all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Pittston Co)

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Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep its principal place of business and chief executive office (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 30 days' prior written notice of a proposed change to the Company and the Agent, at any other locations in jurisdictions where all actions reasonably requested by the Company or the Agent to protect and perfect the interest of the Purchaser Company in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)) Related Rights have been taken and completed and (ii) shall provide the Company and the Agent with at least 60 30 days' written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a mergerChange in Control) which that could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Company or the Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller also will maintain and implement (or cause the Servicer to maintain and implement) administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain (or cause the Servicer to keep and maintain) all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit permit, as and when necessary, the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Warnaco Group Inc /De/)

Offices, Records and Books of Account, Etc. The Seller (i) shall keep Keep its principal place of business and chief executive office location (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller such Originator set forth under its name on the signature page hereto (or in the Joinder Agreement pursuant to the Agreement which it became a party hereto) or, upon at least 60 days' thirty days prior written notice of a proposed change to the AgentCompany and the Funding Agents, at any other locations in jurisdictions where all actions reasonably requested by the Agent Company and the Funding Agents to protect and perfect the interest of the Purchaser Company and the Collateral Agent in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)) have been taken and completed and (ii) shall provide the Agent Company and the Funding Agents with at least 60 30 days' written notice prior to before making any change in the Seller's its name or making any other change in the Seller's its identity or corporate structure (including a merger) which organizational status that could render any UCC financing statement filed in connection with this Agreement (or other Transaction Documents) "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent Company and the Funding Agents pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller Such Originator will also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Sequa Corp /De/)

Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep its principal place of business and chief executive office (as such terms or similar terms are used in the UCC) and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' prior written notice of a proposed change pursuant to the Agentclause (j)(iv) below, at any other locations in jurisdictions where all actions reasonably requested by the Agent to protect and perfect the interest of the Purchaser Investors in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Agent with at least 60 30 days' written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a mergerChange in Control) which that could render any UCC financing statement filed in connection with this Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller also will maintain and implement (or cause the Servicer to maintain and implement) administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain (or cause the Servicer to keep and maintain) all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit permit, as and when necessary, the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (Warnaco Group Inc /De/)

Offices, Records and Books of Account, Etc. The Seller Seller: (i) shall keep its principal place of business and chief executive office location (as such terms or similar terms are used in Section 9-307 of the UCC) in Delaware and the office where it keeps its records concerning the Receivables at the address of the Seller set forth under its name on the signature page to the Agreement or, upon at least 60 days' thirty days prior written notice of a proposed change to the Collateral Agent, at any other locations in jurisdictions where all actions reasonably requested by the Collateral Agent to protect and perfect the interest of the Purchaser Collateral Agent in the Receivables and related items (including without limitation the items described in SECTION 1.2(d)Pool Assets) have been taken and completed and (ii) shall provide the Collateral Agent with at least 60 30 days' written notice prior to before making any change in the Seller's name or making any other change in the Seller's identity or corporate structure (including a merger) which organizational status that could render any UCC financing statement filed in connection with this the Agreement "seriously misleading" as such term (or similar term) is used in the UCC; each notice to the Collateral Agent pursuant to this sentence shall set forth the applicable change and the effective date thereof. The Seller will also will maintain and implement administrative and operating procedures (including, without limitation, including an ability to recreate records evidencing Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records, computer tapes and disks and other information reasonably necessary or advisable for the collection of all Receivables (including, without limitation, including records adequate to permit the daily identification of each Receivable and all Collections of and adjustments to each existing Receivable).

Appears in 1 contract

Samples: Receivables Purchase Agreement (United States Steel Corp)

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