Common use of Purchase; Purchase Price Clause in Contracts

Purchase; Purchase Price. (a) From time to time on and after the Closing Date each applicable Seller agrees to sell, transfer, assign, set over and otherwise convey to the Purchaser, and the Purchaser agrees to purchase and accept from each such Seller, without recourse (except to the extent expressly provided herein), on a Purchase Date, such Contracts and Contract Assets as may be designated to be transferred by such Seller, in such Seller’s sole discretion, to the Purchaser on such date (each such sale, transfer and assignment, a “Purchase”). (b) On each Purchase Date, the Sellers shall deliver a Notice of Sale and Assignment to the Purchaser identifying the Contracts to be sold and/or contributed by the applicable Sellers to the Purchaser and the Purchase Price of such Contracts and their related Contract Assets to be transferred on such Purchase Date; provided, that any such Notice of Sale and Assignment may be delivered as an attachment to an electronic correspondence. Each Notice of Sale and Assignment shall be accompanied by an executed Notice of Sale and Assignment and a Contract Schedule setting forth a list of the Contracts being transferred by such Seller to the Purchaser on such Purchase Date and containing the requisite details in respect of each such Contract as provided in Section 3.02(a). Each applicable Seller shall provide the Purchaser such additional information relating to such Contracts as the Purchaser may reasonably request, including, without limitation any information as may be required to demonstrate that such Contracts are Eligible Contracts. From and after such Purchase Date, the Contracts identified on the Contract Schedule attached to such Notice of Sale and Assignment together with their related Contract Assets shall be deemed to be Conveyed Contract Assets hereunder.

Appears in 2 contracts

Samples: Omnibus Amendment (SNAP-ON Inc), Receivables Sale Agreement (SNAP-ON Inc)

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Purchase; Purchase Price. (a) The Contract Schedule identifies all Contracts sold and assigned by the Seller to the Purchaser under the Initial Sale Agreement. From time to time on and after hereafter the Closing Date each applicable Seller agrees to sell, transfer, assign, set over and otherwise convey to the Purchaser, and the Purchaser agrees to purchase and accept from each such the Seller, without recourse (except to the extent expressly provided herein), on a Purchase Date, such additional Contracts and Contract Assets as may be designated to be transferred by such Seller, in such Seller’s sole discretion, the Seller to the Purchaser on such date (each such sale, transfer and assignment, a “Purchase”). (b) On Prior to each Purchase Date, the Sellers Seller shall deliver a Notice of Sale and Assignment to the Purchaser identifying the Contracts to be sold and/or contributed by the applicable Sellers Seller to the Purchaser and the Purchase Price of such Contracts and their related Contract Assets to be transferred on such Purchase Date; provided, that any such Notice of Sale and Assignment may be delivered as an attachment to an electronic correspondence. Each Notice of Sale and Assignment shall be accompanied by an executed Notice of Sale and Assignment and a Contract Schedule Supplement setting forth a list of the Contracts being transferred by such the Seller to the Purchaser on such Purchase Date and containing the requisite details in respect of each such Contract as provided in Section 3.02(a)Contract. Each applicable The Seller shall provide the Purchaser such additional information relating to such Contracts as the Purchaser may reasonably request, including, without limitation any information as may be required to demonstrate that such Contracts are Eligible Contracts. From and after such Purchase Date, the Contracts identified on the Contract Schedule Supplement attached to such Notice of Sale and Assignment together with their related Contract Assets shall be deemed to be Conveyed Contract Assets hereunder.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Harley Davidson Inc), Receivables Sale Agreement (Harley Davidson Inc)

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