Common use of Offices, Records, Name and Organization Clause in Contracts

Offices, Records, Name and Organization. Subject to Section 10.01(e), the Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 days’ prior written notice, together with an updated Schedule III, to the Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Agent with at least 30 days’ prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Agent to the Seller of the Agent’s receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e9.01(e), the such Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Transferred Receivables at the address of the such Seller set forth on Schedule III Exhibit E hereto or, (subject to Section 9.01(f)) upon 30 days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser, at any other locations within the United StatesStates or (in the case of the Canadian Seller) Canada. The Subject to Section 9.01(f), such Seller will not change its name or (in the case of the U.S. Seller) its state jurisdiction of organizationorganization or (in the case of the Canadian Seller) its chief executive office and shall not consummate any amalgamation, consolidation or merger, unless (i) the such Seller shall have provided the Agent Purchaser with at least 30 days’ prior written notice thereof, together with an updated Schedule IVExhibit F, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent (prior to the Seller RPA Final Payment Date) or the Purchaser (following the RPA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVExhibit F) and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j), agreements and documents referred Exhibit F to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit F accompanying such notice. The Such Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Pool Transferred Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Transferred Receivable and all Collections of and adjustments to each existing Pool Transferred Receivable). Such Seller shall make a notation in its books and records, including its computer files, to indicate which Receivables have been sold or contributed to the Purchaser hereunder.

Offices, Records, Name and Organization. Subject to Section 10.01(e), the Such Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Transferred Receivables at the address of the such Seller set forth on Schedule III Exhibit E hereto or, upon 30 days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser, at any other locations within the United States. The Such Seller will not change its name or its state of organizationLocation, unless (i) the such Seller shall have provided the Agent Purchaser with at least 30 days’ prior written notice thereof, together with an updated Schedule IVExhibit F, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent Purchaser’s assignee (prior to the Seller RPA Final Payment Date) or the Purchaser (following the RPA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IV) and Exhibit F)and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j), agreements and documents referred Exhibit F to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit F accompanying such notice. The Such Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Pool Transferred Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Transferred Receivable and all Collections of and adjustments to each existing Pool Transferred Receivable). Such Seller shall make a notation in its books and records, including its computer files, to indicate which Receivables have been sold or contributed to the Purchaser hereunder.

Offices, Records, Name and Organization. Subject to Section 10.01(e), the The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 days’ prior written notice, together with an updated Schedule III, notice to the Program Agent and each Investor Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Program Agent and each Investor Agent with at least 30 days’ prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Program Agent to protect and perfect the Program Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Program Agent to the Seller of the Program Agent’s receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will (or will cause the Collection Agent to) maintain and implement administrative and operating procedures (including, without limitation, 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 (or cause the Collection Agent to keep and maintain) all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e), the Such Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the such Seller set forth on Schedule III Exhibit C hereto or, upon 30 thirty (30) days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser and it assignees, at any other locations within the United States. The No Seller will not change its name or its state of organizationorganization or formation, as applicable, unless (i) the such Seller shall have provided the Agent Purchaser and its assignees with at least 30 thirty (30) days’ prior written notice thereof, together with an updated Schedule IVI and Exhibit D, as applicable, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent Purchaser’s assignee (prior to the Seller RPA Final Payment Date) or the Purchaser (following the RPA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVI and Exhibit D, as applicable) and the completion or receipt completion, as aforesaid, of the actions, agreements and documents referred to in clause (ii) of the preceding sentenceall actions required by Section 5.01(j), Schedule IV hereto I and Exhibit D, as applicable, to this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV I and Exhibit D, as applicable, accompanying such notice. The Such Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Receivable and all Collections of and adjustments to each existing Pool Receivable). Such Seller shall make a notation in its books and records, including its computer files, to indicate which Receivables have been sold by it to the Purchaser hereunder.

Offices, Records, Name and Organization. Subject to Section 10.01(e), the The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 thirty (30) days’ prior written notice, together with an updated Schedule III, notice to the Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Agent with at least 30 thirty (30) days’ prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Agent to the Seller of the Agent’s receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e), Each of the Seller Sellers will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Transferred Receivables at the address of the such Seller set forth on Schedule III Exhibit E hereto or, upon 30 thirty (30) days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser, at any other locations within the United States. The No Seller will not change its name or its state of organization, unless (i) the such Seller shall have provided the Purchaser and (prior to the RFA Final Payment Date) the Administrative Agent with at least 30 thirty (30) days’ prior written notice thereof, together with an updated Schedule IVExhibit F, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent Purchaser’s assignee (prior to the Seller RFA Final Payment Date) or the Purchaser (following the RFA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVExhibit F) and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j), agreements and documents referred Exhibit F to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit F accompanying such notice. The Each Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Pool Transferred Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Transferred Receivable and all Collections of and adjustments to each existing Pool Transferred Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e), Each of the Seller Sellers will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Transferred Receivables at the address of the such Seller set forth on Schedule III Exhibit E hereto or, upon 30 thirty (30) days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser, at any other locations within the United States. The No Seller will not change its name or its state of organization, unless (i) the such Seller shall have provided the Purchaser and (prior to the RFA Final Payment Date) the Administrative Agent with at least 30 thirty (30) days’ prior written notice thereof, together with an updated Schedule IVExhibit F, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent Purchaser’s assignee (prior to the Seller RFA Final Payment Date) or the Purchaser (following the RFA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVExhibit F) and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j), agreements and documents referred Exhibit F to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit F accompanying such notice. The Each Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Pool Transferred Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).the

Offices, Records, Name and Organization. Subject to Section 10.01(e), the The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 thirty (30) days’ ' prior written notice, together with an updated Schedule III, notice to the Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Agent with at least 30 thirty (30) days’ ' prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Agent to protect and perfect the Agent’s 's interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Agent to the Seller of the Agent’s 's receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e), the The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 days’ prior written notice, together with an updated Schedule III, notice to the Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Agent with at least 30 days’ prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Agent to the Seller of the Agent’s receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e), the The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III Exhibit C hereto or, upon 30 thirty (30) days’ prior written notice, together with an updated Schedule III, notice to the AgentPurchaser and it assignees, at any other locations within the United States. The Seller will not change its name or its state of organization, organization unless (i) the Seller shall have provided the Agent Purchaser and its assignees with at least 30 thirty (30) days’ prior written notice thereof, together with an updated Schedule IV, Exhibit D and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent Purchaser’s assignee (prior to the Seller RPA Final Payment Date) or the Purchaser (following the RPA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVExhibit D) and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j) and Exhibit D, agreements and documents referred as applicable, to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit D accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Receivable and all Collections of and adjustments to each existing Pool Receivable). The Seller shall make a notation in its books and records, including its computer files, to indicate which Receivables have been sold or contributed by it to the Purchaser hereunder.

Offices, Records, Name and Organization. Subject to Section 10.01(e), the Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Receivables at the address of the Seller set forth on Schedule III hereto or, upon 30 days’ ' prior written notice, together with an updated Schedule III, to the Agent, at any other locations within the United States. The Seller will not change its name or its state of organization, unless (i) the Seller shall have provided the Agent with at least 30 days’ ' prior written notice thereof, together with an updated Schedule IV, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested by the Agent to protect and perfect the Agent’s 's interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder have been taken and completed. Upon confirmation by the Agent to the Seller of the Agent’s 's receipt of any such notice (together with an updated Schedule IV) and the completion or receipt of the actions, agreements and documents referred to in clause (ii) of the preceding sentence, Schedule IV hereto shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV accompanying such notice. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, 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 and other information reasonably necessary or advisable for the collection of all Pool Receivables (including, without limitation, records adequate to permit the daily identification of each Pool Receivable and all Collections of and adjustments to each existing Pool Receivable).

Offices, Records, Name and Organization. Subject to Section 10.01(e9.01(e), the such Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Pool Transferred Receivables at the address of the such Seller set forth on Schedule III Exhibit E hereto or, (subject to Section 9.01(f)) upon 30 days’ ' prior written notice, together with an updated Schedule III, notice to the AgentPurchaser, at any other locations within the United StatesStates or (in the case of the Canadian Seller) Canada. The Subject to Section 9.01(f), such Seller will not change its name or (in the case of the U.S. Seller) its state jurisdiction of organizationorganization or (in the case of the Canadian Seller) its chief executive office and shall not consummate any amalgamation, consolidation or merger, unless (i) the such Seller shall have provided the Agent Purchaser with at least 30 days’ ' prior written notice thereof, together with an updated Schedule IVExhibit F, and (ii) no later than the effective date of such change, all actions, documents and agreements reasonably requested actions required by the Agent to protect and perfect the Agent’s interest in the Receivables, the Related Security and the other assets of the Seller in which a security interest is granted hereunder Section 5.01(j) shall have been taken and completed. Upon confirmation by the Agent (prior to the Seller RPA Final Payment Date) or the Purchaser (following the RPA Final Payment Date) of the Agent’s receipt of any such notice (together with an updated Schedule IVExhibit F) and the completion or receipt completion, as aforesaid, of the actionsall actions required by Section 5.01(j), agreements and documents referred Exhibit F to in clause (ii) of the preceding sentence, Schedule IV hereto this Agreement shall, without further action by any party, be deemed to be amended and replaced by the updated Schedule IV Exhibit F accompanying such notice. The Such Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Pool Transferred Receivables and related Contracts in the event of the destruction of the originals thereof), and keep and maintain all documents, books, records and other information reasonably necessary or advisable for the collection of all Pool Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each Pool new Transferred Receivable and all Collections of and adjustments to each existing Pool Transferred Receivable). Such Seller shall make a notation in its books and records, including its computer files, to indicate which Receivables have been sold or contributed to the Purchaser hereunder.