Common use of Protection of Interest in Collateral Clause in Contracts

Protection of Interest in Collateral. With respect to the Receivables and Related Security, it will (i) acquire such Receivables and Related Security pursuant to and in accordance with the terms of its Sale Agreement, (ii) take all action necessary to perfect, protect and more fully evidence such Borrower’s ownership of such Receivables and Related Security free and clear of any Lien other than Permitted Liens, including, without limitation, (a) with respect to the Receivables and that portion of the Collateral in which a security interest may be perfected by filing, maintaining effective financing statements against the Originator in all necessary or appropriate filing offices (including any amendments thereto or assignments thereof) and filing continuation statements, amendments or assignments with respect thereto in such filing offices (including any amendments thereto or assignments thereof) and (b) executing or causing to be executed such other instruments or notices as may be reasonably necessary or appropriate, (iii) subject to Section 13.9, permit the Administrative Agent or its respective agents or representatives to visit its offices during normal office hours and upon reasonable notice examine and make copies of all documents, books, records and other information concerning the Collateral and discuss matters related thereto with any of its officers having knowledge of such matters (it shall pay the costs and expenses for all such visits), and (iv) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Collateral.

Protection of Interest in Collateral. With respect to the Receivables and Related SecurityCollateral acquired by the Borrower, it the Borrower will (i) acquire such Receivables and Related Security Collateral pursuant to and in accordance with the terms of its the Sale AgreementAgreement or directly from an unaffiliated third party, (ii) at the Borrower’s expense, take all action necessary to perfect, protect and more fully evidence such the Borrower’s ownership of such Receivables and Related Security Collateral free and clear of any Lien other than the Lien created hereunder and Permitted Liens, including, without limitation, (a) with respect to the Receivables Loans and that portion of the Collateral in which a security interest may be perfected by filingfiling and maintaining (at the Borrower’s expense), maintaining effective financing statements against the Originator Borrower in all necessary or appropriate filing offices offices, (including any amendments thereto or assignments thereof) and filing continuation statements, amendments or assignments with respect thereto in such filing offices offices, (including any amendments thereto or assignments thereof) and (b) executing or causing to be executed such other instruments or notices as may be reasonably necessary or appropriate, (iii) subject to Section 13.9, permit the Administrative Agent or its respective agents or representatives to visit its the offices of the Borrower during normal office hours and upon reasonable notice examine and make copies of all documents, books, records and other information concerning the Collateral and discuss matters related thereto with any of its officers the Responsible Officers of the Borrower having knowledge of such matters (it shall pay the costs and expenses for all such visits)matters, and (iv) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Collateral.

Protection of Interest in Collateral. With respect to the Receivables and Related SecurityCollateral, it the Borrower will (i) acquire such Receivables and Related Security pursuant to and in accordance with the terms of its Sale AgreementCollateral directly from a third party, (ii) (at the Collateral Manager’s expense) take all action necessary to perfect, protect and more fully evidence such the Borrower’s ownership of such Receivables and Related Security Collateral free and clear of any Lien other than the Lien created hereunder and Permitted Liens, including, without limitation, (a) with respect to the Receivables Loans and that portion of the Collateral in which a security interest may be perfected by filingfiling and maintaining (at the Collateral Manager’s expense), maintaining effective financing statements against the Originator Obligor in all necessary or appropriate filing offices offices, (including any amendments thereto or assignments thereof) and filing continuation statements, amendments or assignments with respect thereto in such filing offices offices, (including any amendments thereto or assignments thereof) and (b) executing or causing to be executed such other instruments or notices as may be reasonably necessary or appropriate, (iii) subject to Section 13.9, permit the Administrative Agent or its respective agents or representatives to visit its the offices of the Borrower during normal office hours and upon reasonable notice examine and make copies of all documents, books, records and other information concerning the Collateral and discuss matters related thereto with any of its the officers or employees of the Borrower having knowledge of such matters (it shall pay the costs and expenses for all such visits)matters, and (iv) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Collateral.

Protection of Interest in Collateral. With respect to the Receivables and Related Security, it the Borrower will (i) acquire such Receivables and Related Security pursuant to and in accordance with the terms of its the Sale Agreement, (ii) take all reasonable action necessary to perfect, protect and more fully evidence such the Borrower’s ownership of such Receivables and Related Security free and clear of any Lien other than Permitted Liens, including, without limitation, (a) with respect to the Receivables and that portion of the Collateral in which a security interest may be perfected by filing, maintaining effective financing statements against the Originator in all necessary or appropriate filing offices (including any amendments thereto or assignments thereof) and filing continuation statements, amendments or assignments with respect thereto in such filing offices offices, (including any amendments thereto or assignments thereof) and (b) executing or causing to be executed such other instruments or notices as may be reasonably necessary or appropriate, (iii) subject to Section 13.9, permit the Administrative Agent or its respective agents or representatives to visit its the offices of the Borrower during normal office hours and upon reasonable notice examine and make copies of all documents, books, records and other information concerning the Collateral and discuss matters related thereto with any of its the officers of the Borrower having knowledge of such matters (it shall pay the costs and expenses for all such visits)matters, and (iv) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Collateral.

Protection of Interest in Collateral. With respect to the Receivables and Related SecurityCollateral, it such Loan Party will (i) acquire such Receivables and Related Security pursuant to and in accordance with (at the terms of its Sale Agreement, (iiCollateral Manager’s expense) take all action necessary to perfect, protect and more fully evidence such BorrowerLoan Party’s ownership of such Receivables and Related Security Collateral free and clear of any Lien other than the Lien created hereunder and Permitted Liens, including, without limitation, (a) with respect to the Receivables Loans and that portion of the Collateral in which a security interest may be perfected by filingfiling and maintaining (at the Collateral Manager’s expense), maintaining effective financing statements against the Originator Obligor in all necessary or appropriate filing offices offices, (including any amendments thereto or assignments thereof) and filing continuation statements, amendments or assignments with respect thereto in such filing offices offices, (including any amendments thereto or assignments thereof) and (b) executing or causing to be executed such other instruments or notices as may be reasonably necessary or appropriate, (iiiii) subject to Section 13.9, permit the Administrative Agent or its respective agents or representatives to visit its the offices of such Loan Party during USActive 56057294.10 normal office hours and upon reasonable notice examine and make copies of all documents, books, records and other information concerning the Collateral and discuss matters related thereto with any of its the officers or employees of such Loan Party having knowledge of such matters (it shall pay the costs and expenses for all such visits)matters, and (iviii) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Collateral.