Common use of Protection of Right Clause in Contracts

Protection of Right. Title and Interest in, to and under the Assets; Further Action Evidencing Purchases. (a) The Seller shall cause all financing statements and continuation statements and any other necessary documents perfecting the Buyer’s security and interest in the Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the perfection and priority of the security interest of the Buyer in all property comprising the Assets. The Seller shall deliver to the Buyer the file–stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Seller shall cooperate fully with the Buyer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section 9.09(a). (b) The Seller agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents, and take all actions, that the Buyer or the Collateral Agent, on behalf of the Secured Parties, may reasonably request in order to perfect, protect or more fully evidence the Purchases hereunder and the security and/or interest granted in the Assets. (c) If the Seller fails to perform any of its obligations hereunder, the Buyer may (but shall not be required to) perform, or cause performance of, such obligation; and the Buyer’s or the Collateral Agent’s costs and expenses incurred in connection therewith shall be payable by the Seller. The Seller irrevocably authorizes the Buyer at any time (so long as it has filed to perform its obligations hereunder) at the Buyer’s sole discretion and appoints the Collateral Agent as its attorney–in–fact to act on behalf of the Seller (i) to execute on behalf of the Seller and to file financing statements on behalf of the Seller, as debtor, necessary or desirable in the Buyer’s sole discretion to perfect and to maintain the perfection and priority of the security interest of the Buyer (and its assignees) in the Assets and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Assets as a financing statement in such offices as the Buyer in its sole discretion deems necessary or desirable to perfect and to maintain the perfection and priority of the security interests of the Buyer (and its assignees) in the Assets. This appointment is coupled with an interest and is irrevocable.

Protection of Right. Title and Interest in, to and under the ------------------------------------------ Assets; Further Action Evidencing Purchases.. ------- (a) The Seller Servicer shall cause this Agreement, all amendments hereto and/or all financing statements and continuation statements and any other necessary documents perfecting covering the Buyer’s security right, title and interest in of the Deal Agent as agent for the Secured Parties and of the Secured Parties to the Assets to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the perfection right, title and priority of the security interest of the Buyer in Deal Agent as agent for the Secured Parties hereunder to all property comprising the Assets. The Seller Servicer shall deliver to the Buyer the Deal Agent file–-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Seller Borrower shall cooperate fully with the Buyer Servicer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section 9.09(a6.27(a). (b) The Seller agrees that Servicer will give the Deal Agent at least 30 days' prior written notice of any relocation of any office from time to time, at its expense, which it will promptly execute and deliver all instruments and documents, and take all actions, that the Buyer or services Contracts in the Collateral Agentor keeps the Contract Files or of its principal executive office and whether, on behalf as a result of such relocation, the applicable provisions of the Secured Parties, may reasonably request UCC or any other applicable law governing the perfection of interests in order to perfect, protect property would require the filing of any amendment of any previously filed financing or more fully evidence the Purchases hereunder continuation statement or of any new financing statement and the security and/or interest granted in the Assets. (c) If the Seller fails to perform any of its obligations hereunder, the Buyer may (but shall not be required to) perform, or cause performance of, file such obligation; and the Buyer’s or the Collateral Agent’s costs and expenses incurred in connection therewith shall be payable by the Seller. The Seller irrevocably authorizes the Buyer at any time (so long as it has filed to perform its obligations hereunder) at the Buyer’s sole discretion and appoints the Collateral Agent as its attorney–in–fact to act on behalf of the Seller (i) to execute on behalf of the Seller and to file financing statements on behalf of the Seller, or amendments as debtor, may be necessary or desirable in the Buyer’s sole discretion to perfect and to maintain continue the perfection and priority of the security interest of the Buyer (and its assignees) Deal Agent as agent for the Secured Parties in the Assets and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Assets as a financing statement in such offices as the Buyer in its sole discretion deems necessary or desirable to perfect and to maintain the perfection and priority of the security interests of the Buyer (and its assignees) Contracts in the AssetsCollateral and the proceeds thereof. This appointment is coupled with an interest and is irrevocableThe Servicer will at all times maintain each office from which it services Contracts in the Collateral within the United States of America.

Protection of Right. Title and Interest in, to and under in the AssetsPurchased Collateral; Further Action Evidencing Purchases. (a) The Seller shall cause this Agreement, all amendments hereto and/or all financing statements and continuation statements and any other necessary documents perfecting covering the Buyer’s security right, title and interest in to the Assets Purchased Collateral to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the perfection right, title and priority of the security interest of the Buyer in hereunder to all property comprising the AssetsPurchased Collateral. The Seller shall deliver to the Buyer the file–stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Seller shall cooperate fully with the Buyer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section 9.09(a10.10(a). (b) The Seller agrees that from time to time, at its expense, it will promptly execute and deliver all instruments and documents, and take all actions, that the Buyer Buyer, the Administrative Agent or the Collateral Agent, on behalf of the Secured Parties, any Purchaser Agent may reasonably request in order to perfect, protect or more fully evidence the Purchases hereunder and the security and/or interest granted in the AssetsPurchased Collateral, or to enable the Buyer, the Administrative Agent or any Purchaser Agent to exercise and enforce its rights and remedies hereunder or under any Transaction Document. At any time the Buyer, the Administrative Agent or any Purchaser Agent may direct the Seller or any Servicer to notify the Obligors, at Seller’s expense, of the Buyer’s, the Administrative Agent’s or any Purchaser Agent’s interest in the Purchased Collateral under this Agreement and may direct that payments of all amounts due or that become due under any or all of the Purchased Collateral be made directly to the Buyer, the Administrative Agent or any Purchaser Agent. (c) If the Seller fails to perform any of its obligations hereunder, the Buyer Buyer, the Administrative Agent or any Purchaser Agent may (but shall not be required to) perform, or cause performance of, such obligation; and the Buyer’s, the Administrative Agent’s or the Collateral any Purchaser Agent’s costs and expenses incurred in connection therewith shall be payable by the SellerSeller as provided in Article IX, as applicable. The Seller irrevocably authorizes the Buyer Buyer, the Administrative Agent or any Purchaser Agent at any time (so long as it has filed and from time to perform its obligations hereunder) time at the Buyer’s, the Administrative Agent or any Purchaser Agent’s sole discretion and appoints the Collateral Buyer, the Administrative Agent and any Purchaser Agent as its attorney–in–fact to act on behalf of the Seller (i) to execute on behalf of the Seller as debtor and to file financing statements on behalf of the Seller, as debtor, necessary or desirable in the Buyer’s, the Administrative Agent’s or any Purchaser Agent’s sole discretion to perfect and to maintain the perfection and priority of the security interest of the Buyer (and its assignees) Buyer, the Administrative Agent or any Purchaser Agent in the Assets Purchased Collateral and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Assets Purchased Collateral as a financing statement in such offices as the Buyer Buyer, the Administrative Agent or any Purchaser Agent in its their sole discretion deems deem necessary or desirable to perfect and to maintain the perfection and priority of the security interests of the Buyer (and its assignees) Buyer, the Administrative Agent or any Purchaser Agent in the AssetsPurchased Collateral. This appointment is coupled with an interest and is irrevocable. (d) Without limiting the generality of the foregoing, Seller will, not earlier than six (6) months and not later than three months prior to the fifth anniversary of the date of filing of the financing statement referred to in Sections 3.1 or 3.2 or any other financing statement filed pursuant to this Agreement or in connection with any Purchase hereunder, unless the Collection Date shall have occurred: (i) execute and deliver and file or cause to be filed an appropriate continuation statement with respect to such financing statement; and (ii) deliver or cause to be delivered to the Buyer, the Administrative Agent and each Purchaser Agent an opinion of the counsel for Seller, in form and substance reasonably satisfactory to the Buyer, the Administrative Agent and each Purchaser Agent, confirming and updating the opinion delivered pursuant to Sections 3.1 or 3.2 with respect to perfection and otherwise to the effect that the security interest hereunder continues to be an enforceable and perfected security interest, subject to no other Liens of record except as provided herein or otherwise permitted hereunder, which opinion may contain usual and customary assumptions, limitations and exceptions.

Protection of Right. Title and Interest in, to Receivables and under the Assets; Further Action Evidencing PurchasesRelated Security. (a) The Seller Conn Appliances or the Issuer (if Conn Appliances is not the Servicer) shall cause this Agreement, the Indenture and the Note Purchase Agreement, all amendments hereto and/or all financing statements and continuation statements and any other necessary documents perfecting covering the BuyerNoteholders’ and the Indenture Trustee’s security right, title and interest in to the Assets Trust Estate and the Receivables Trust’s right, title and interest to the Receivables Trust Estate to be promptly recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law fully to preserve and protect the perfection and priority Indenture Trustee’s Lien (granted pursuant to the Indenture for the benefit of the security interest of Secured Parties) on the Buyer in all property comprising the AssetsTrust Estate and the Receivables Trust’s right, title and interest to the Receivables Trust Estate. The Seller Conn Appliances or the Issuer shall deliver to the Buyer the Indenture Trustee file–-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Seller shall cooperate fully with the Buyer in connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this Section 9.09(a). (b) The Seller agrees that Servicer will give the Indenture Trustee prompt written notice of any relocation of any office from time which it services the Receivables and Related Security or keeps records concerning such items or of its principal executive office and, in the case of the initial Servicer, prompt written notice of whether, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing statement or of any new financing statement and shall file such financing statements or amendments as may be necessary to time, at its expense, it will promptly execute continue the Indenture Trustee’s security interest in the Trust Estate and deliver all instruments and documents, and take all actions, that the Buyer or proceeds thereof for the Collateral Agent, on behalf benefit of the Secured Parties, may reasonably request in order to perfect, protect or more fully evidence the Purchases hereunder and the security and/or interest granted in the Assets. (c) If the Seller fails to perform any of its obligations hereunder, the Buyer may (but shall not be required to) perform, or cause performance of, such obligation; and the Buyer’s or the Collateral Agent’s costs and expenses incurred in connection therewith shall be payable by the Seller. The Seller irrevocably authorizes the Buyer Servicer will at any time (so long as all times maintain each office from which it has filed to perform its performs custody, collection and/or customer service obligations hereunder) at the Buyer’s sole discretion and appoints the Collateral Agent as its attorney–in–fact to act on behalf of the Seller (i) to execute on behalf of the Seller and to file financing statements on behalf of the Seller, as debtor, necessary or desirable in the Buyer’s sole discretion to perfect and to maintain the perfection and priority of the security interest of the Buyer (and its assignees) in the Assets and (ii) to file a carbon, photographic or other reproduction of this Agreement or any financing statement with respect to the Assets as a financing statement in such offices as the Buyer Receivables, Related Security and other property in its sole discretion deems necessary or desirable to perfect possession and to maintain the perfection and priority part of the security interests of the Buyer (Trust Estate and its assignees) in principal executive office within the Assets. This appointment is coupled with an interest and is irrevocableUnited States of America.