Common use of Perfection of Ownership Interest Clause in Contracts

Perfection of Ownership Interest. Immediately preceding its sale of Receivables to the Seller, the Originator was the owner of, and effectively sold, such Receivables to the Seller, free and clear of any Adverse Claim. The Seller owns the Receivables free of any Adverse Claim other than the interests of the Purchasers (through the Agent) therein that are created hereby, and each Purchaser shall at all times have a valid undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial Code, in the Receivables and Collections to the extent of its Purchase Interest then in effect. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereof. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.

Perfection of Ownership Interest. Immediately preceding its sale of Receivables to the Seller, the an Originator was the owner of, had good title to, and effectively sold, such Receivables to the Seller, free and clear of any Adverse Claim. The Seller owns and has good title to the Receivables free of any Adverse Claim other than the interests of the Purchasers (through the Agent) therein that are created hereby, and each Purchaser shall at all times have a valid and continuing undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial CodeCode enforceable as such against creditors of and purchasers from the Seller, in the Receivables and Collections to the extent of its Purchase Interest then in effect. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereofhereunder. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.

Perfection of Ownership Interest. Immediately preceding its sale the acquisition of the Receivables to by the SellerPurchaser, the Seller has acquired all right, title and interest of the Originator was in the owner of, and effectively sold, such Receivables to the SellerReceivables, free and clear of any Adverse Claim. The Seller owns the Receivables free of any Adverse Claim other than the interests of the Purchasers Purchaser (through the Agent) therein that are created hereby, and each the Purchaser shall at all times have a valid and continuing undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial CodeCode enforceable as such against creditors of and purchasers from the Seller, in the Receivables and Collections to the extent of its the Purchase Interest then in effect. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereofhereunder. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.

Perfection of Ownership Interest. No transaction contemplated hereby requires compliance with any bulk sales act or similar law. Immediately preceding its sale of Receivables to the Seller, the applicable Originator was the owner of, had good title to, and effectively sold, such Receivables to the Seller, free and clear of any Adverse Claim. The Seller owns and has good title to the Receivables free of any Adverse Claim other than the interests of the Purchasers (through the Agent) therein that are created hereby, and each Purchaser shall at all times have a valid and continuing undivided percentage ownership interest, which shall be is a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial CodeCode enforceable as such against creditors of and lenders of the Seller, in the Receivables Receivables, Related Security and Collections to the extent of its Purchase Interest then in effectCollections. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables Receivables, the Related Security or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereofhereunder. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by the Seller hereunder.

Perfection of Ownership Interest. Immediately preceding its sale or contribution of Receivables to the SellerBuyer, the Originator was the owner of, and effectively soldsold or contributed, such Receivables to the SellerBuyer, free and clear of any Adverse Claim. The Seller owns the Receivables free of any Adverse Claim other than , except for the interests of the Purchasers (through the Agent) Secured Parties therein that are created hereby, and each Purchaser shall at all times have a valid undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of by the applicable Uniform Commercial Code, in the Receivables and Collections to the extent of its Purchase Interest then in effectSecond Tier Agreement. Other than the ownership or security interest granted to the Agent Buyer pursuant to this Agreement, the Seller Originator has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections, other than any such pledge, assignment or grant that has been terminated in full prior to the sale or contribution hereunder. The Seller Originator has not authorized the filing of and is not aware of any financing statements against the Seller Originator that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent Buyer hereunder or with respect to which a UCC termination statement the Secured Parties under the Second Tier Agreement or that has been filed on or terminated in full prior to the date hereofsale or contribution hereunder. The Seller Originator has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables and Collections by Seller Originator hereunder.

Perfection of Ownership Interest. Immediately preceding its sale of Receivables to the Seller, the Originator was the owner of, and effectively sold, such Receivables to the Seller, free and clear of any Adverse Claim. The Seller owns the Receivables free of any Adverse Claim other than the interests of the Purchasers Purchaser (through the Agent) therein that are created hereby, and each the Purchaser shall at all times have a valid and continuing undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial CodeCode enforceable as such against creditors of and purchasers from the Seller, in the Receivables and Collections to the extent of its the Purchase Interest then in effect. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereofhereunder. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.

Perfection of Ownership Interest. Immediately preceding its sale of Receivables to the Seller, the Originator was the owner of, and effectively sold, such Receivables to the Seller, free and clear of any Adverse Claim. The Seller owns the Receivables free of any Adverse Claim other than the interests of the Purchasers (through the Agent) therein that are created hereby, and each Purchaser shall at all times have has a valid and continuing undivided percentage ownership interest, which shall be is a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial CodeCode enforceable as such against creditors of and purchasers from the Seller, in the Receivables and Collections to the extent of its Purchase Interest then in effect. Other than the ownership or security interest granted to the Agent pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller that include a description of collateral covering the Receivables or the Collections other than any financing statement relating to the security interest granted to the Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereofhereunder. The Seller has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.

Perfection of Ownership Interest. Immediately Except with respect to the interest in Receivables transferred pursuant to the Initial Purchase, immediately preceding its sale of Receivables to the Seller, the applicable Originator was the owner of, and effectively sold, such Receivables to the Seller, free and clear of any Adverse ClaimLien. The Seller owns the Receivables Receivables, Related Security and Collections free of any Adverse Claim Lien other than the interests of the Purchasers (through the Administrative Agent) therein that are created hereby, and each Purchaser shall at all times have a valid undivided percentage ownership interest, which shall be a first priority perfected security interest for purposes of Article 9 of the applicable Uniform Commercial Code, in the Receivables Receivables, Related Security and Collections to the extent of its Purchase Interest then in effect. Other than the ownership or security interest granted to the Administrative Agent (for the benefit of itself, the Co-Collateral Agents and each Purchaser) pursuant to this Agreement, the Seller has not pledged, assigned, sold or granted a security interest in, or otherwise conveyed, the Receivables Receivables, Related Security or the Collections. The Seller has not authorized the filing of and is not aware of any financing statements against the Seller or any Originator that include a description of collateral covering the Receivables Receivables, Related Security or the Collections other than any financing statement relating to the security interest granted to the Administrative Agent hereunder or with respect to which a UCC termination statement has been filed on or prior to the date hereof. The Seller Administrative Agent has caused or will have caused, within ten days after the date hereof, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdictions under the applicable law in order to perfect the conveyance of Receivables by Seller hereunder.