Common use of Protection of Ownership Interest Clause in Contracts

Protection of Ownership Interest. The Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents and take all action that the Administrative Agent may reasonably request in order to perfect or protect the Transferred Assets or to enable the Administrative Agent, for the benefit of the Owners, to exercise or enforce any of its or their rights hereunder. Without limiting the foregoing, the Transferor will, upon the request of the Administrative Agent, in order to accurately reflect this transaction, file such financing or continuation statements or amendments thereto or assignments thereof as may be reasonably requested by the Administrative Agent and xxxx its master data processing records with a notation describing the acquisition by the Administrative Agent (for the benefit of the Owners) of the Transferred Assets, as the Administrative Agent may reasonably request. To the fullest extent permitted by applicable law, the Administrative Agent shall be permitted to file continuation statements and amendments thereto and assignments thereof if, after notice to the Transferor, the Transferor shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections 9-506, 9-507 or 9-508 (or other applicable sections of similar content) of the Relevant UCC), nor change where the Transferred Receivables are located nor change its jurisdiction of organization unless it shall have: (i) given the Administrative Agent at least thirty (30) days prior notice thereof and (ii) delivered to the Administrative Agent all financing statements, instruments and other documents reasonably requested by the Administrative Agent in connection with such change or relocation.

Protection of Ownership Interest. The of PARCO and the APA ----------------------------------------------------- Banks. ----- (a) Each of the Transferor and the Originator agrees that it will, from time to time, at its expense, it will promptly execute and deliver all instruments and documents and take all action that actions as may be necessary or as the Administrative Funding Agent may reasonably request in order to perfect or protect the Transferred Assets Interest or to enable the Administrative Funding Agent, for PARCO or the benefit of the Owners, APA Banks to exercise or enforce any of its or their respective rights hereunder. Without limiting the foregoing, each of the Transferor and the Originator will, upon the request of the Administrative Funding Agent, PARCO or any of the APA Banks, in order to accurately reflect this purchase and sale transaction, (x) execute and file such financing or continuation statements or amendments thereto or assignments thereof (as permitted pursuant to Section 10.6 hereof) as may be reasonably requested by the Administrative Funding Agent for the benefit of PARCO and the APA Banks and (y) xxxx its respective master data processing records and other documents with a notation legend describing the acquisition by conveyance of Receivables to the Administrative Transferor (in the case of the Originator) and the conveyance of the Transferred Interest to the Funding Agent (for the benefit of PARCO and the Owners) APA Banks. Each of the Transferred AssetsTransferor and the Originator shall, upon request of the Funding Agent, obtain such additional search reports as the Administrative Agent may reasonably Funding Agent, for the benefit of PARCO and the APA Banks, shall request. To the fullest extent permitted by applicable law, the Administrative Funding Agent shall be permitted to sign and file continuation statements and amendments thereto and assignments thereof if, after notice to without the Transferor's or the Originator's signature. Carbon, photographic or other reproduction of this Agreement or any financing statement shall be sufficient as a financing statement. Neither the Transferor nor the Originator shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections Section 9-506, 9-507 or 9-508 (or other applicable sections of similar content402(7) of the Relevant UCC), nor change relocate its respective chief executive office or any office where the Transferred Receivables Records are located nor change its jurisdiction of organization kept unless it shall have: (i) given the Administrative Funding Agent at least thirty ten (3010) days days' prior notice thereof and (ii) prepared at Transferor's expense and delivered to the Administrative Funding Agent all financing statements, instruments and other documents reasonably necessary to preserve and protect the Transferred Interest or requested by the Administrative Funding Agent in connection with such change or relocation. Any filings under the Relevant UCC or otherwise that are occasioned by such change in name or location shall be made at the expense of Transferor. (b) The Collection Agent shall instruct all Obligors to cause all Collections to be deposited directly into a Lock-Box Account. Any Lock-Box Account maintained by a Lock-Box Bank pursuant to the related Lock-Box Agreement shall be under the exclusive ownership and control of the Funding Agent which is hereby granted to the Funding Agent by the Transferor (as assignee of the Originator). The Collection Agent shall be permitted to give instructions to the Lock-Box Banks for so long as neither a Collection Agent Default nor any other Termination Event or Potential Termination Event has occurred and is continuing hereunder. The Collection Agent shall not add any bank as a Lock-Box Bank to those listed on Exhibit C attached hereto unless such bank has entered into a Lock-Box Agreement. The Collection Agent shall not terminate any bank as a Lock-Box Bank unless the Administrative Agent shall have received fifteen (15) days' prior notice of such termination. If the Transferor, the Originator or the Collection Agent receives any Collections, then the Transferor, the Originator or the Collection Agent, as applicable, shall immediately, but in no event later than one (1) Business Day after receipt thereof, remit such Collections to a Lock-Box Account.

Protection of Ownership Interest. The Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents and take all action that the Administrative Agent may reasonably request in order to perfect or protect the 740293053.3 21668437 Transferred Assets or to enable the Administrative Agent, for the benefit of the Owners, to exercise or enforce any of its or their rights hereunder. Without limiting the foregoing, the Transferor will, upon the request of the Administrative Agent, in order to accurately reflect this transaction, file such financing or continuation statements or amendments thereto or assignments thereof as may be reasonably requested by the Administrative Agent and xxxx its master data processing records with a notation describing the acquisition by the Administrative Agent (for the benefit of the Owners) of the Transferred Assets, as the Administrative Agent may reasonably request. To the fullest extent permitted by applicable law, the Administrative Agent shall be permitted to file continuation statements and amendments thereto and assignments thereof if, after notice to the Transferor, the Transferor shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections 9-506, 9-507 or 9-508 (or other applicable sections of similar content) of the Relevant UCC), nor change where the Transferred Receivables are located nor change its jurisdiction of organization unless it shall have: (i) given the Administrative Agent at least thirty (30) days prior notice thereof and (ii) delivered to the Administrative Agent all financing statements, instruments and other documents reasonably requested by the Administrative Agent in connection with such change or relocation.

Protection of Ownership Interest. The Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents and take all action that the Administrative Agent may reasonably request in order to perfect or protect the Transferred Assets or to enable the Administrative Agent, for the benefit of the Owners, to exercise or enforce any of its or their rights hereunder. Without limiting the foregoing, the Transferor will, upon the request of the Administrative Agent, in order to accurately reflect this transaction, file such financing or continuation statements or amendments thereto or assignments thereof as may be reasonably requested by the Administrative Agent and xxxx its master data processing records with a notation describing the acquisition by the Administrative Agent (for the benefit of the Owners) of the Transferred Assets, as the Administrative Agent may reasonably request. To the fullest extent permitted by applicable law, the Administrative Agent shall be permitted to file continuation statements and amendments thereto and assignments thereof if, after notice to the Transferor, the Transferor shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections 9-506, 9-507 or 9-508 (or other applicable sections of similar content) of the Relevant UCC), nor change where the Transferred Receivables are located nor change its jurisdiction of organization unless it shall have: (i) given the Administrative Agent at least thirty (30) days prior notice thereof and (ii) delivered to the Administrative Agent all financing statements, instruments and other documents reasonably requested by the Administrative Agent in connection with such change or relocation.. 736942168 19632398738387080

Protection of Ownership Interest. The Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents and take all action that the Administrative Agent may reasonably request in order to perfect or protect the Transferred Assets or to enable the Administrative Agent, for the benefit of the Owners, to exercise or enforce any of its or their rights hereunder. Without limiting the foregoing, the Transferor will, upon the request of the Administrative Agent, in order to accurately reflect this transaction, file such financing or continuation statements or amendments thereto or assignments thereof as may be reasonably requested by the Administrative Agent and xxxx its master data processing records with a notation describing the acquisition by the Administrative Agent (for the benefit of the Owners) of the Transferred Assets, as the Administrative Agent may reasonably request. To the fullest extent permitted by applicable law, the Administrative Agent shall be permitted to file continuation statements and amendments thereto and assignments thereof if, after notice to the Transferor, the Transferor shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections 9-506, 9-507 or 9-508 (or other applicable sections of similar content) of the Relevant UCC), nor change where the Transferred Receivables are located nor change its jurisdiction of organization unless it shall have: (i) given the Administrative Agent at least thirty (30) days prior notice thereof and (ii) delivered to the Administrative Agent all financing statements, instruments and other documents reasonably requested by the Administrative Agent in connection with such change or relocation.. T-Mobile (EIP) Third A&R RPAA

Protection of Ownership Interest. The Transferor agrees that from time to time, at its expense, it will promptly (i) Promptly execute and deliver all instruments and documents and take all action that actions as may be necessary or as the Administrative Agent may reasonably request in order to perfect or protect the Transferred Assets Interest or to enable SFC, the Administrative Agent, for Company or the benefit of the Owners, Bank Investors to exercise or enforce any of its or their respective rights hereunder. under this Agreement and the TAA. (A) Without limiting the foregoing, the Transferor will, upon the request of the Administrative Agent, in order to accurately reflect this transaction, Seller shall execute and file such financing statements (which statements may be in any form, including in the form of a carbon, photographic or other reproduction of this Agreement) continuation statements or amendments thereto or assignments thereof as may be reasonably requested by the Administrative Agent and xxxx Agent, the Company or any of the Bank Investors; (B) To the extent reasonably practicable, mark its master data xxxx processing records and, upon the Agent's, any Bank Investor's or the Company's request, its Contracts and other documents with a notation legend (in form and substance satisfactory to the Agent) describing the acquisition by conveyance hereunder to SFC and the Administrative Agent (Agent, for the benefit of the Owners) Company and the Bank Investors, of the Transferred Assets; and (C) Obtain additional search reports as may be reasonably requested by SFC, the Agent, the Company or any of the Bank Investors. (ii) The Seller hereby authorizes and appoints each of SFC (and the Agent as assignee of SFC) and the Administrative Collection Agent may reasonably request. To as its attorney-in-fact, to the fullest extent permitted by applicable law, the Administrative Agent shall be permitted to sign and file UCC financing statements, continuation statements and amendments thereto and assignments thereof ifwithout the Seller's signature. A carbon, after notice to the Transferor, the Transferor shall have failed to file such continuation statements, amendments or assignments within ten (10) Business Days after receipt of such notice from the Administrative Agent. The Transferor shall neither change its name, identity or corporate structure (within the meaning of Sections 9-506, 9-507 or 9-508 (photographic or other applicable sections reproduction of similar content) of the Relevant UCC), nor change where this Agreement or any financing statement covering the Transferred Receivables are located nor change its jurisdiction of organization unless it Assets or any part thereof, shall have: (i) given the Administrative Agent at least thirty (30) days prior notice thereof and (ii) delivered to the Administrative Agent all be sufficient as a financing statements, instruments and other documents reasonably requested by the Administrative Agent in connection with such change or relocationstatement.