Common use of Purchase and Assignment of Accounts Clause in Contracts

Purchase and Assignment of Accounts. Pursuant to the terms herein and in consideration for amounts paid to the Customer on the date hereof as well as amounts paid to the Customer during the term hereof, the Customer hereby agrees to sell, transfer and assign to WFBC, with recourse, as absolute owner, and WFBC hereby agrees to purchase from the Customer, during the period from the Closing Date to but excluding the Termination Date, as of the date of each delivery of each Assignment and Schedule of Accounts acceptable to WFBC in its sole discretion, all of the Customer’s right, title and interest in and to the following: (a) Each Acceptable Account generated by the Customer which is offered for sale, transfer and assignment by the Customer pursuant to an Assignment and Schedule of Accounts delivered to WFBC by the Customer and accepted by WFBC in its sole discretion (collectively, the “Purchased Accounts” and each, a “Purchased Account”); (b) All rights of action (including all rights of stoppage in transit, replevin, repossession, reclamation, setoff, detinue, repurchase and all other rights of action of a consignor, consignee, unpaid vendor, mechanic, artisan or other lienor) accrued or to accrue on each Purchased Account, including full power to collect, xxx for, compromise, assign, in whole or in part, or in any other manner enforce collection thereof in the Customer’s name or otherwise; (c) All right, title and interest of the Customer in and to the Records, the Related Security, all agreements, documents or instruments relating to the Purchased Accounts and the proceeds thereof, and all deposits and other security for the obligation of any Person under or relating to the Purchased Accounts, in each case whether presently existing or hereafter arising, now owned or hereafter acquired; (d) All inventory and goods relating to, or which by sale have resulted in, Purchased Accounts, including all returned inventory and goods; and (e) All proceeds of the foregoing in any form (collectively, with the assets described in Section 3.01(b), Section 3.01(c), and Section 3.01(d), the “Related Rights”). The foregoing sales, transfers and assignments do not constitute, and are not intended to result in, an assumption by WFBC of any liability or obligation of the Customer or any other Person in connection with the Purchased Accounts, the Related Rights or under any agreement or instrument relating thereto.

Purchase and Assignment of Accounts. Pursuant to the terms herein and in consideration for amounts paid to the Customer on the date hereof as well as amounts paid to the Customer during the term hereof, the Customer hereby agrees to sell, transfer and assign to WFBC, with recourseWFB, as absolute owner, and WFBC WFB hereby agrees to purchase from the Customer, during the period from the Closing Date to but excluding the Termination Date, as of the date of each delivery of each Assignment and Schedule of Accounts acceptable to WFBC WFB in its sole discretionPermitted Discretion, at WFB’s option and its Permitted Discretion, all of the Customer’s right, title and interest in and to the following: (a) Each Acceptable Account generated by after November 1, 2011 to, but excluding, the Customer Termination Date, which is offered for sale, transfer and assignment by the Customer pursuant to an Assignment and Schedule of Accounts delivered to WFBC WFB by the Customer and accepted by WFBC WFB in its sole discretion Permitted Discretion (collectively, the “Purchased Accounts” and each, a “Purchased Account”); (b) All rights of action (including all rights of stoppage in transit, replevin, repossession, reclamation, setoff, detinue, repurchase and all other rights of action of a consignor, consignee, unpaid vendor, mechanic, artisan or other lienor) accrued or Related Rights with respect to accrue on each Purchased Account, including full power to collect, xxx for, compromise, assign, in whole or in part, or in any other manner enforce collection thereof in the Customer’s name or otherwise; (c) All right, title and interest of the Customer in and to the Records, the Related Security, all agreements, documents or instruments relating to the Purchased Accounts and the proceeds thereof, and all deposits and other security for the obligation of any Person under or relating to the Purchased Accounts, in each case whether presently existing or hereafter arising, now owned or hereafter acquired; (d) All inventory and goods relating to, or which by sale have resulted in, Purchased Accounts, including all returned inventory and goods; and (ec) All proceeds of the foregoing in any form (collectively, with the assets described in Section 3.01(b), Section 3.01(c), and Section 3.01(d), the “Related Rights”)form. The foregoing sales, transfers and assignments do not constitute, and are not intended to result in, an assumption by WFBC WFB of any liability or obligation of the Customer or any other Person in connection with the Purchased Accounts, the Related Rights with respect thereto or under any agreement or instrument relating thereto.

Purchase and Assignment of Accounts. Pursuant to the terms herein and in consideration for amounts paid to the Customer on the date hereof as well as amounts paid to the Customer during the term hereof, the Customer hereby agrees to sell, transfer and assign to WFBC, with recourse, as absolute owner, and WFBC hereby agrees to purchase from the Customer, during the period from the Closing Date to but excluding the Termination Date, as of the date of each delivery of each Assignment and Schedule of Accounts acceptable to WFBC in its sole discretion, all of the Customer’s right, title and interest in and to the following: (a) Each Acceptable Account generated presented by the Customer on or after September 28, 2010 to, but excluding, the Termination Date which is offered for sale, transfer and assignment by the Customer pursuant to an Assignment and Schedule of Accounts delivered to WFBC by the Customer and accepted by WFBC in its sole discretion (collectively, the “Purchased Accounts” and each, a “Purchased Account”); (b) All rights of action (including all rights of stoppage in transit, replevin, repossession, reclamation, setoff, detinue, repurchase and all other rights of action of a consignor, consignee, unpaid vendor, mechanic, artisan or other lienor) accrued or to accrue on each Purchased Account, including full power to collect, xxx for, compromise, assign, in whole or in part, or in any other manner enforce collection thereof in the Customer’s name or otherwise; (c) All right, title and interest of the Customer in and to the Records, the Related Security, all agreements, documents or instruments relating to the Purchased Accounts and the proceeds thereof, and all deposits and other security for the obligation of any Person under or relating to the Purchased Accounts, in each case whether presently existing or hereafter arising, now owned or hereafter acquired; (d) All inventory and goods relating to, or which by sale have resulted in, Purchased Accounts, including all returned inventory and goods; and (e) All proceeds of the foregoing in any form (collectively, with the assets described in Section 3.01(b), Section 3.01(c), and Section 3.01(d), the “Related Rights”). The foregoing sales, transfers and assignments do not constitute, and are not intended to result in, an assumption by WFBC of any liability or obligation of the Customer or any other Person in connection with the Purchased Accounts, the Related Rights or under any agreement or instrument relating thereto.

Purchase and Assignment of Accounts. Pursuant to the terms herein and in consideration for amounts paid to the Customer on the date hereof as well as amounts paid to the Customer during the term hereof, the Customer hereby agrees to sell, transfer and assign to WFBC, its successors and assigns, with recourserecourse as provided herein, as absolute owner, on a fully serviced basis, and WFBC hereby agrees to purchase from the Customer, during the period from the Closing Date to but excluding the Termination Date, as of the date of each delivery of each Assignment and Schedule of Accounts acceptable to WFBC in its commercially reasonable sole discretion, all without the need of any other formal agreement, document or instrument of assignment, other than the delivery of each such Assignment and Schedule of Accounts, all of the Customer’s right, title and interest in and to the following: (a) Each Acceptable Account generated by the Customer to, but excluding, the Termination Date, which is offered for sale, transfer and assignment sale by the Customer pursuant to an Assignment and Schedule of Accounts delivered to WFBC by the Customer and accepted by WFBC in its commercially reasonable sole discretion (collectively, the “Purchased Accounts” and each, a “Purchased Account”); (b) All rights of action (including all rights of stoppage in transit, replevin, repossession, reclamation, setoff, detinue, repurchase repurchase, lienholder and all other rights of action of a consignor, consignee, unpaid vendor, mechanic, artisan artisan, or other lienor) accrued or to accrue on each Purchased Account, including full power to collect, xxx for, compromise, assign, in whole or in part, or in any other manner enforce collection thereof in the Customer’s name or otherwise; (c) All right, title and interest of the Customer in and to the Records, the Related Security, all agreements, documents or instruments relating to the Purchased Accounts and Accounts, the proceeds thereof, Collections and all deposits and other security for the obligation of any Person under or relating to the Purchased Accounts, in each case whether presently existing or hereafter arising, now owned or hereafter acquired; (d) All inventory and goods relating to, or which by sale have resulted in, Purchased Accounts, including all returned inventory and goods; and (e) All proceeds of the foregoing in any form (collectively, with the assets described in Section 3.01(b), Section 3.01(c), and Section 3.01(d), the “Related Rights”). The foregoing sales, transfers and assignments do not constitute, and are not intended to result in, an assumption by WFBC of any liability or obligation of the Customer or any other Person in connection with the Purchased Accounts, the Related Rights or under any agreement or instrument relating thereto.