Common use of Protection of Ownership of the Buyer Clause in Contracts

Protection of Ownership of the Buyer. (a) The Seller agrees that from time to time, at its expense, it shall promptly execute and deliver all additional instruments and documents and take all additional action that the Buyer may reasonably request in order to perfect the interests of the Buyer in, to and under, or to protect, the Historical Advances, or to enable the Buyer to exercise or enforce any of its rights or remedies hereunder. To the fullest extent permitted by applicable Law, the Buyer and its successor and assigns shall be permitted to sign and file continuation statements and amendments thereto without the Seller's signature if the Seller shall have failed to sign such continuation statements, amendments or assignments within five (5) Business Days after receipt of a request for such execution from the Buyer. The Seller hereby irrevocably consents to Buyer's execution in Seller's name of continuation statements, amendments or assignments. (b) At any reasonable time and from time to time at the Buyer's reasonable request and upon seven days' prior notice to the Seller, for so long as Seller is the Servicer under the Scheduled Pooling and Servicing Agreements, the Seller shall permit such Person as the Buyer may designate to conduct audits or visit and inspect the Chief Executive Office of the Seller to examine the Records, internal controls and procedures maintained by the Seller with respect to the Historical Advances and take copies and extracts therefrom, and to discuss the Seller's affairs with its officers, employees and, upon notice to the Seller, independent accountants. The Seller hereby authorizes such officers, employees and independent accountants to discuss with the Buyer or its designee the affairs of the Seller. Any audit provided for herein shall be conducted in accordance with Seller's rules respecting safety and security on its premises and without materially disrupting operations. (c) If the Seller shall receive any payments with respect to Historical Advances, the Seller shall hold such payments in trust and shall pay such amounts to the applicable Scheduled Trustee in accordance with the terms of the applicable Scheduled Pooling and Servicing Agreements. (d) The Buyer shall have the right to do all such acts and things as it may deem reasonably necessary to protect its interests hereunder, including, without limitation, confirmation and verification of the existence, amount and status of the Historical Advances.

Protection of Ownership of the Buyer. (a) The Seller Originator will, on or prior to each Purchase, and with respect to all Receivables that are sold pursuant to Section 2.1 hereof after the initial Purchase, on each respective date such Receivables are sold, place an appropriate code or notation in its Records to indicate that each such Receivable has been sold to the Buyer hereunder. (b) The Originator agrees that from time to time, at its expense, it shall promptly execute and deliver all additional instruments and documents and take all additional action that the Buyer may reasonably request in order to perfect the interests of the Buyer in, to in and underto, or to protect, the Historical Advances, Purchased Assets or to enable the Buyer to exercise or enforce any of its rights or remedies hereunder. To the fullest extent permitted by applicable Lawlaw, the Buyer and its successor and assigns shall be permitted to sign and file continuation statements and amendments thereto and assignments thereof without the SellerOriginator's signature if in such cases where the Seller Originator is obligated hereunder or under the Relevant UCC to sign such statements, amendments or assignments if, after written notice to the Originator, the Originator shall have failed to sign such continuation statements, amendments or assignments within five ten (510) Business Days after receipt of a request for such execution notice from the Buyer. The Seller hereby irrevocably consents to Buyer's execution in Seller's name Carbon, photographic or other reproduction of continuation statements, amendments this Agreement or assignmentsany financing statement shall be sufficient as a financing statement. (bc) At any reasonable time and from time to time at the Buyer's reasonable request and upon seven days' days prior notice to the Seller, for so long as Seller is the Servicer under the Scheduled Pooling and Servicing AgreementsOriginator, the Seller Originator shall permit such Person as the Buyer may designate designate, at such Person's expense, to conduct audits or visit and inspect the Chief Executive Office any of the Seller properties of the Originator to examine the Records, internal controls and procedures maintained by the Seller Originator with respect to the Historical Advances Receivables and take copies and extracts therefrom, and to discuss the SellerOriginator's affairs with its officers, employees and, upon notice to the SellerOriginator, independent accountants. The Seller Originator hereby authorizes such officers, employees and independent accountants to discuss with the Buyer or its designee the affairs of the SellerOriginator. Any audit provided for herein shall be conducted in accordance with SellerOriginator's rules respecting safety and security on its premises and without materially disrupting operations. (c) If the Seller shall receive any payments with respect to Historical Advances, the Seller shall hold such payments in trust and shall pay such amounts to the applicable Scheduled Trustee in accordance with the terms of the applicable Scheduled Pooling and Servicing Agreements. (d) The Buyer shall have the right to do all such acts and things as it may deem reasonably necessary to protect its interests hereunder, including, without limitation, confirmation and verification of the existence, amount and status of the Historical Advances.

Protection of Ownership of the Buyer. (a) The Seller agrees that from time to time, at its expense, it shall promptly execute and deliver all additional instruments and documents and take all additional action that the Buyer may reasonably request in order to perfect the interests of the Buyer in, to and under, or to protect, the Historical Advances, Purchased Assets or to enable the Buyer to exercise or enforce any of its rights or remedies hereunder. To the fullest extent permitted by applicable Law, the Buyer and its successor and assigns shall be permitted to sign and file continuation statements and amendments thereto and assignments thereof without the Seller's signature if in such cases where the Seller is obligated hereunder or under the Relevant UCC to sign such statements, amendments or assignments if, after written notice to the Seller, the Seller shall have failed to sign such continuation statements, amendments or assignments within five (5) Business Days after receipt of a request for such execution notice from the Buyer. The Seller hereby irrevocably consents constitutes and appoints the Buyer and any officer, agent, successor or assignee thereof, with full power of substitution, as its true and lawful attorney-in-fact with full irrevocable power and authority in the place and stead of the Seller and in the name of the Seller or in its own name, from time to time in the Buyer's execution in Seller's name of discretion to sign such continuation statements, amendments or assignments. Carbon, photographic or other reproduction of this Agreement or any financing statement shall be sufficient as a financing statement. (b) At any reasonable time and from time to time at the Buyer's reasonable request and upon seven days' prior notice to the Seller, for so long as Seller is the Servicer under the Scheduled Pooling and Servicing Agreements, the Seller shall permit such Person as the Buyer may designate designate, which for so long as any amounts may be owing by Fairbanks Funding to Lender under the Lender Loan and Security Documents and shall include, without limitation, Lender or persons designated by Lender, at such Person's expense and together with the Buyer, to conduct audits or visit and inspect the Chief Executive Office principal place of business of the Seller to examine the Records, internal controls and procedures maintained by the Seller with respect to the Historical Advances Receivables and take copies and extracts therefrom, and to discuss the Seller's affairs with its officers, employees and, upon notice to the Seller, independent accountants. The Seller hereby authorizes such officers, employees and independent accountants to discuss with the Buyer or its designee the affairs of the Seller. Any audit provided for herein shall be conducted in accordance with Seller's rules respecting safety and security on its premises and without materially disrupting operations. (c) If the Seller shall receive any payments Collections with respect to Historical AdvancesReceivables which have been sold to the Buyer pursuant to this Agreement, the Seller shall hold such payments Collections in trust for the Buyer and shall pay such amounts to the applicable Scheduled Trustee Buyer as soon as practicable, but in accordance with the terms of the applicable Scheduled Pooling and Servicing Agreementsno event more than two (2) Business Days after receipt thereof. (d) The Buyer shall have the right to do all such acts and things as it may deem reasonably necessary to protect its interests hereunder, including, without limitation, confirmation and verification of the existence, amount and status of the Historical AdvancesReceivables.