Common use of Reassignment of Purchased Receivables Clause in Contracts

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivables repurchased by PAC under Section 5.1, Paragon Auto, the Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PAC, at the expense of PAC, to assign, without recourse, representation or warranty, to PAC all of Paragon Auto's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivables, such assignment being an assignment outright and not for security; and PAC shall thereupon own such Receivables and all such other Conveyed Property, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that PAC may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Paragon Auto shall, at the expense of PAC, take such steps as PAC deems reasonably necessary to enforce the Receivable, including bringing suit in Paragon Auto's name.

Reassignment of Purchased Receivables. Upon deposit in ------------------------------------- the Collection Account of the Purchase Amount of any Receivables Receivable repurchased by PAC AFS under Section 5.15.1 hereof or Section 2.7 of the Servicing and Custodian Agreement, Paragon Auto, the Owner Trustee and the Indenture Trustee Purchaser (at AFS's expense) shall take any and all actions such steps as may be reasonably requested by PAC, at the expense of PAC, AFS in order to assign, without recourse, representation or warranty, assign to PAC AFS all of Paragon Auto's, the Indenture TrusteePurchaser's and the TrustCollateral Agent's right, title and interest in and to such ReceivablesReceivable and all security and documents and all Other Conveyed Property conveyed to Purchaser and the Collateral Agent directly relating thereto, such without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of Purchaser or the Collateral Agent. Such assignment being an shall be a sale and assignment outright outright, and not for security; and PAC shall thereupon own such Receivables and all such other Conveyed Property, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that PAC AFS may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Paragon Auto Purchaser and the Collateral Agent shall, at the expense of PACAFS, take such steps as PAC AFS deems reasonably necessary to enforce the Receivable, including bringing suit in Paragon AutoPurchaser's or in the Collateral Agent's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivables repurchased by PAC Triad or deposit with the Indenture Trustee of a Replacement Receivable under Section 5.1, Paragon Autothe Company, the Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PACTriad, at the expense of PACTriad, to assign, without recourse, representation or warranty, to PAC Triad all of Paragon Autothe Company's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivables, such assignment being an assignment outright and not for security; and PAC Triad shall thereupon own such Receivables and all such other Other Conveyed Property, free of any further obligation to Paragon Autothe Company, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto The Company shall take any and all actions reasonably requested by PACTriad, at the expense of PACTriad, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, or a replaced Receivable in any enforcement suit or legal proceeding, it is held that PAC Triad may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Paragon Auto the Company shall, at the expense of PACTriad, take such steps as PAC Triad deems reasonably necessary to enforce the Receivable, including bringing suit in Paragon Autothe Company's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivables repurchased by PAC under Section 5.1, Paragon Auto, the Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PAC, at the expense of PAC, to assign, without recourse, representation or warranty, to PAC all of Paragon Auto's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivables, such assignment being an assignment outright and not for security; and PAC shall thereupon own such Receivables and all such other Other Conveyed PropertyProperty with respect to such Receivables, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee Trustee, the Note Insurer or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that PAC may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Paragon Auto shall, at the expense of PAC, take such steps as PAC deems reasonably necessary to enforce the Receivable, including bringing suit in Paragon Auto's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivables Transferred Receivable repurchased by PAC ACC or OFL-A under Section 5.1, Paragon Auto6.1 or Section 6.2, the Owner Trustee Purchaser and the Indenture Trustee each Investor shall take any and all actions such steps as may be reasonably requested by PACACC or OFL-A, at as the expense of PACcase may be, in order to assignassign to ACC or OFL-A, without recourseas the case may be, representation or warranty, to PAC all of Paragon Auto's, the Indenture TrusteePurchaser's and the Trusteach Investor's right, title and interest in and to such ReceivablesTransferred Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser and each Investor directly relating thereto, such without recourse, representation or warranty, except as to the absence of liens, charges or encumbrances created by or arising as a result of actions of the Purchaser or any Investor. Such assignment being an shall be a sale and assignment outright outright, and not for security; and PAC shall thereupon own such Receivables and all such other Conveyed Property, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Transferred Receivable, in any enforcement suit or legal proceeding, it is held that PAC ACC or OFL-A, as the case may not be, enforce any such Transferred Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Transferred Receivable, Paragon Auto the Purchaser and each Investor shall, at the expense of PACACC or OFL-A, as the case may be, take such steps as PAC ACC or OFL-A, as the case may be, deems reasonably necessary to enforce the Transferred Receivable, including bringing suit in Paragon Autothe Purchaser's or each Investor's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivables repurchased by PAC Triad or deposit with the Indenture Trustee of a Replacement Receivable under Section SECTION 5.1, Paragon Autothe Company, the Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PACTriad, at the expense of PACTriad, to assign, without recourse, representation or warranty, to PAC Triad all of Paragon Autothe Company's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivables, such assignment being an assignment outright and not for security; and PAC Triad shall thereupon own such Receivables and all such other Other Conveyed Property, free of any further obligation to Paragon Autothe Company, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto The Company shall take any and all actions reasonably requested by PACTriad, at the expense of PACTriad, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, or a replaced Receivable in any enforcement suit or legal proceeding, it is held that PAC Triad may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, Paragon Auto the Company shall, at the expense of PACTriad, take such steps as PAC Triad deems reasonably necessary to enforce the Receivable, including bringing suit in Paragon Autothe Company's name.