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

Offices, Records, Name and Organization. The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Purchased Assets at the address of the Seller set forth on Exhibit D hereto or, upon 30 days' prior written notice to the Purchaser and its assignees, at any other locations within the United States. The Seller will not change its name or its jurisdiction of organization, unless (i) the Seller shall have provided the Purchaser and its assignees with at least 30 days' prior written notice thereof and (ii) no later than the effective date of such change, all actions required by Section 5.01(j) shall have been taken and completed. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Purchased Assets 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 Purchased Assets (including, without limitation, records adequate to permit the daily identification of each new Purchased Asset and all Collections of and adjustments to each existing Purchased Asset). The Seller shall make a notation in its books and records, including its computer files, to indicate that all of its Receivables and Participation Interests have been sold by it to the Purchaser hereunder.

Appears in 2 contracts

Samples: Secondary Purchase Agreement (Rite Aid Corp), Tertiary Purchase Agreement (Rite Aid Corp)

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Offices, Records, Name and Organization. The Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Purchased Assets Transferred Receivables at the address of the Seller set forth under its name on Exhibit D hereto the signature page to this Agreement or, upon 30 days' prior written notice to the Purchaser and its assigneesPurchaser, at any other locations within the United States. The Seller will not change its name or its jurisdiction state of organization, unless (i) the Seller shall have provided the Purchaser and its assignees with at least 30 days' prior written notice thereof and (ii) no later than the effective date of such change, all actions required reasonably requested by Section 5.01(j) shall the Purchaser to protect and perfect the interest in the Transferred Receivable have been taken and completed. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Purchased Assets 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 Purchased Assets Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each new Purchased Asset Transferred Receivable and all Collections of and adjustments to each existing Purchased AssetTransferred Receivable). The Seller shall make a notation in its books and records, including its computer files, to indicate that all of its which Receivables and Participation Interests have been sold by it or contributed to the Purchaser hereunder.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Lexmark International Inc /Ky/)

Offices, Records, Name and Organization. The Seller will keep its principal place of business and chief executive office and the office where it keeps its records or has access to such records concerning the Purchased Assets Sold Receivables at the address addresses of the Seller set forth on Exhibit D hereto in Section 9.02, or, upon 30 days' prior written notice to the Purchaser and its assigneesPurchaser, at any other locations within the United States. The Seller will not change its name or its jurisdiction of organization, unless (i) the Seller shall have provided the Purchaser and its assignees with at least 30 days' prior written notice thereof and (ii) no later than the effective date of such change, all actions required to be taken by the Seller under Section 5.01(j) shall have been taken and completed. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Purchased Assets Sold 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 Purchased Assets Sold Receivables (including, without limitation, records adequate to permit the daily identification of each new Purchased Asset Sold Receivable and all Collections of and adjustments to each existing Purchased AssetSold Receivable). The Seller shall make a notation in its books and records, including its computer files, records relating to Sold Receivables to indicate that all of its such Sold Receivables and Participation Interests have been sold by it to the Purchaser hereunder.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Alliance One International, Inc.)

Offices, Records, Name and Organization. The Such Seller will keep its principal place of business and chief executive office and the office where it keeps its records concerning the Purchased Assets Transferred Receivables at the address of the such Seller set forth under its name on Exhibit D hereto the signature page to this Agreement or, upon 30 days' ’ prior written notice to the Purchaser and its assigneesPurchaser, at any other locations within the United States. The Such Seller will not change its name or its jurisdiction state of organization, unless (i) the such Seller shall have provided the Purchaser and its assignees with at least 30 days' ’ prior written notice thereof and (ii) no later than the effective date of such change, all actions required reasonably requested by Section 5.01(j) shall the Purchaser to protect and perfect the interest in the Transferred Receivable have been taken and completed. The Such Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Purchased Assets 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 Purchased Assets Transferred Receivables (including, without limitation, records adequate to permit the daily identification of each new Purchased Asset Transferred Receivable and all Collections of and adjustments to each existing Purchased AssetTransferred Receivable). The Such Seller shall make a notation in its books and records, including its computer files, to indicate that all of its which Receivables and Participation Interests have been sold by it or contributed to the Purchaser hereunder.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Lexmark International Inc /Ky/)

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Offices, Records, Name and Organization. The Seller will keep its principal place of business and chief executive office and the office where it keeps its records or has access to such records concerning the Purchased Assets Sold Receivables at the address addresses of the Seller set forth on Exhibit D hereto in Section 9.02, or, upon 30 days' prior written notice to the Purchaser and its assigneesPurchaser, at any other locations within Switzerland, the United Kingdom or the United States. The Seller will not change its name or its jurisdiction of organization, unless (i) the Seller shall have provided the Purchaser and its assignees with at least 30 days' prior written notice thereof and (ii) no later than the effective date of such change, all actions required to be taken by the Seller under Section 5.01(j) shall have been taken and completed. The Seller also will maintain and implement administrative and operating procedures (including, without limitation, an ability to recreate records evidencing Purchased Assets Sold 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 Purchased Assets Sold Receivables (including, without limitation, records adequate to permit the daily identification of each new Purchased Asset Sold Receivable and all Collections of and adjustments to each existing Purchased AssetSold Receivable). The Seller shall make a notation in its books and records, including its computer files, records relating to Sold Receivables to indicate that all of its such Sold Receivables and Participation Interests have been sold by it to the Purchaser hereunder.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Alliance One International, Inc.)

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