Quality of Title. (a) Each Receivable of the Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Church & Dwight Co Inc /De/), Purchase and Sale Agreement (Louisville Gas & Electric Co /Ky/), Purchase and Sale Agreement (Louisville Gas & Electric Co /Ky/)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 3 contracts
Samples: Purchase and Sale Agreement (Worthington Industries Inc), Purchase and Sale Agreement (York International Corp /De/), Purchase and Sale Agreement (CSS Industries Inc)
Quality of Title. (a) Each Receivable of the Originator (together with the Related Rights with respect to such ReceivableRights) which is to be sold or contributed to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except Claim (other than any Adverse Claim arising solely as provided herein and in a result of any action taken by the Receivables Purchase AgreementCompany). Whenever the Company makes a purchase purchase, or accepts a contribution contribution, hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's entire right, title and interest in and to the other Related Rights with respect thereto.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Pittston Co), Purchase and Sale Agreement (United States Steel Corp)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold or contributed to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Loan and Security Agreement. Whenever the Company makes a purchase or accepts receives a capital contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Samples: Purchase, Sale and Contribution Agreement (Foster Wheeler LTD)
Quality of Title. (ai) Each Receivable of the each Originator (together with the Related Rights with respect to Security for such Receivable) which is to be sold to Seller under the Company hereunder Purchase and Sale Agreement is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase and Sale Agreement. Whenever the Company Seller makes a purchase or accepts a contribution hereunderunder the Purchase and Sale Agreement, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's entire right, title and interest in and to the Related Rights Security with respect thereto.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Amphenol Corp /De/)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold or contributed to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Financing Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the Originator's ’s entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Worthington Industries Inc)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company Buyer hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company Buyer makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's ’s entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Kansas City Power & Light Co)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or at the time of such sale shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Kulicke & Soffa Industries Inc)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to Security for such Receivable) which is to be sold to the Company AFC hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company AFC makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected first priority ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's ’s entire right, title and interest in and to the Related Rights Security with respect thereto.
Appears in 1 contract
Quality of Title. (a) Each Receivable of the Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Samples: Purchase and Sale Agreement (Werner Holding Co Inc /De/)
Quality of Title. (a) Each Receivable of the such Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the such Originator and all Collections related thereto, and in the such Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Quality of Title. (a) Each Receivable of the Originator (together with the Sale Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the Originator, free and clear of any Adverse Claim, except as provided herein herein, the Purchase and Sale Agreement and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Sale Related Rights with respect thereto.
Appears in 1 contract
Samples: Sale Agreement (KPMG Consulting Inc)
Quality of Title. (a) Each Receivable of the each Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the such Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the each Originator and all Collections related thereto, and in the such Originator's entire right, title and interest in and to the Related Rights with respect thereto.
Appears in 1 contract
Quality of Title. (a) Each Receivable of the Originator (together with the Related Rights with respect to such Receivable) which is to be sold to the Company hereunder is or shall be owned by the Originator, free and clear of any Adverse Claim, except as provided herein and in the Receivables Purchase Agreement. Whenever the Company makes a purchase or accepts a contribution hereunder, it shall have acquired and shall continue to have maintained a valid and perfected ownership interest (free and clear of any Adverse Claim) in all Receivables generated by the Originator and all Collections related thereto, and in the Originator's entire right, title and interest in and to the Related Rights with respect thereto.,
Appears in 1 contract