Common use of Receivables Reviews Clause in Contracts

Receivables Reviews. Upon reasonable prior notice, the Seller will permit ARSC or its assignees (or other Persons designated by ARSC from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC Records in the possession or under the control of the Seller, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC Receivables or the other ARSC Purchased Assets or the performance by the Seller of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller having knowledge of such matters or with the Seller’s certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s expense) unless (i) a Servicer Default has occurred and is continuing or (ii) ARSC or its successor or assignee has given advance written notice to the Seller that it believes the composition and/or performance of the ARSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC or its assignees.

Appears in 3 contracts

Samples: Omnibus Amendment (Domus Holdings Corp), Omnibus Amendment (Realogy Corp), Omnibus Amendment (NRT Settlement Services of Missouri LLC)

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Receivables Reviews. Upon reasonable prior notice, the Seller Originator will permit ARSC the Buyer or its assignees (or other Persons designated by ARSC the Buyer from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller Originator and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC Cartus Records in the possession or under the control of the SellerOriginator, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller Originator for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC Cartus Receivables or the other ARSC Cartus Purchased Assets or the performance by the Seller Originator of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller Originator having knowledge of such matters or with the SellerOriginator’s certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the SellerOriginator’s expense) unless (i) Cartus is the Servicer and a Servicer Default has occurred and is continuing or (ii) ARSC the Buyer or its successor or assignee has given advance written notice to the Seller Originator that it believes the composition and/or performance of the ARSC Cartus Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC the Buyer or its assignees.

Appears in 3 contracts

Samples: Omnibus Amendment (Domus Holdings Corp), Omnibus Amendment (NRT Settlement Services of Missouri LLC), Omnibus Amendment (Realogy Corp)

Receivables Reviews. Upon reasonable prior notice, the Seller Originator will permit ARSC the Buyer or its assignees (or other Persons designated by ARSC the Buyer from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller Originator and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMSC Records in the possession or under the control of the SellerOriginator, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller Originator for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMSC Receivables or the other ARSC CMSC Purchased Assets or the performance by the Seller Originator of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller Originator having knowledge of such matters or with the SellerOriginator’s certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the SellerOriginator’s expense) unless (i) CMSC is the Servicer and a Servicer Default has occurred and is continuing or (ii) ARSC the Buyer or its successor or assignee has given advance written notice to the Seller Originator that it believes the composition and/or performance of the ARSC CMSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC the Buyer or its assignees.

Appears in 2 contracts

Samples: Purchase Agreement (Realogy Corp), Purchase Agreement (Cendant Corp)

Receivables Reviews. Upon reasonable prior notice, the Seller will permit ARSC or its assignees (or other Persons designated by ARSC from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMF Records in the possession or under the control of the Seller, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMF Receivables or the other ARSC Purchased Assets or the performance by the Seller of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller having knowledge of such matters or with the Seller’s certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s expense) unless (i) a Servicer Default has occurred and is continuing or (ii) ARSC or its successor or assignee has given advance written notice to the Seller that it believes the composition and/or performance of the ARSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC or its assignees.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Cendant Corp)

Receivables Reviews. Upon reasonable prior notice, the Seller will permit ARSC the Issuer or its assignees (or other Persons designated by ARSC the Issuer from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMGFSC Records in the possession or under the control of the Seller, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMGFSC Receivables or the other ARSC KF Purchased Assets or the performance by the Seller of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller having knowledge of such matters or with the Seller’s certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s expense) unless (i) a Servicer Default has occurred and is continuing or (ii) ARSC the Issuer or its successor or assignee has given advance written notice to the Seller that it believes the composition and/or performance of the ARSC KF Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC the Issuer or its assignees.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Realogy Corp)

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Receivables Reviews. Upon reasonable prior notice, the Seller Originator will permit ARSC the Buyer or its assignees (or other Persons designated by ARSC the Buyer from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller Originator and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMSC Records in the possession or under the control of the SellerOriginator, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller Originator for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMSC Receivables or the other ARSC CMSC Purchased Assets or the performance by the Seller Originator of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller Originator having knowledge of such matters or with the Seller’s Originator's certified public accountants or other auditors; provided, however, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s Originator's expense) unless (i) CMSC is the Servicer and a Servicer Default has occurred and is continuing or (ii) ARSC the Buyer or its successor or assignee has given advance written notice to the Seller Originator that it believes the composition and/or performance of the ARSC CMSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC the Buyer or its assignees.

Appears in 1 contract

Samples: Purchase Agreement (PHH Corp)

Receivables Reviews. Upon reasonable prior notice, the Seller will permit ARSC or its assignees (or other Persons designated by ARSC from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMF Records in the possession or under the control of the Seller, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMF Receivables or the other ARSC Purchased Assets or the performance by the Seller of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller having knowledge of such matters or with the Seller’s 's certified public accountants or other auditors; providedPROVIDED, howeverHOWEVER, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s 's expense) unless (i) a Servicer Default has occurred and is continuing or (ii) ARSC or its successor or assignee has given advance written notice to the Seller that it believes the composition and/or performance of the ARSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC or its assignees.

Appears in 1 contract

Samples: Receivables Purchase Agreement (PHH Corp)

Receivables Reviews. Upon reasonable prior notice, the Seller Originator will permit ARSC the Buyer or its assignees (or other Persons designated by ARSC the Buyer from time to time) or their agents or representatives (including without limitation certified public accountants or other auditors), at the expense of the Seller Originator and during regular business hours, (i) to examine and make copies of and abstracts from, and to conduct accounting reviews of, all CFC CMSC Records in the possession or under the control of the SellerOriginator, including without limitation the related Contracts, invoices and other documents related thereto and (ii) to visit the offices and properties of the Seller Originator for the purpose of examining any materials described in the preceding clause (i) and to discuss matters relating to the CFC CMSC Receivables or the other ARSC CMSC Purchased Assets or the performance by the Seller Originator of its obligations under any Transaction Document to which it is a party with any Authorized Officers of the Seller Originator having knowledge of such matters or with the Seller’s Originator's certified public accountants or other auditors; providedPROVIDED, howeverHOWEVER, that all such reviews will occur no more frequently than twice per year (with only the first such review in any year being at the Seller’s Originator's expense) unless (i) CMSC is the Servicer and a Servicer Default has occurred and is continuing or (ii) ARSC the Buyer or its successor or assignee has given advance written notice to the Seller Originator that it believes the composition and/or performance of the ARSC CMSC Purchased Assets have deteriorated in a manner materially adverse to the interests of ARSC the Buyer or its assignees.

Appears in 1 contract

Samples: Purchase Agreement (PHH Corp)

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