Common use of Responsibilities of the Originator Clause in Contracts

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the Buyer’s account), within one Business Day after receipt thereof, any Cartus Collections or CFC Collections that it receives, in the form so received, and agrees that all such Cartus Collections and CFC Collections will be deemed to be received in trust for the Buyer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus Collections and CFC Collections to the Servicer; and (b) The Originator hereby grants to the Buyer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer (whether or not from the Originator) in connection with any Cartus Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 2 contracts

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

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Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the Buyer’s 's account), within one Business Day after receipt thereof, any Cartus CMSC Collections or CFC CMF Collections that it receives, in the form so received, and agrees that all such Cartus CMSC Collections and CFC CMF Collections will be deemed to be received in trust for the Buyer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus CMSC Collections and CFC CMF Collections to the Servicer; and (b) The Originator hereby grants to the Buyer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer (whether or not from the Originator) in connection with any Cartus CMSC Purchased Asset (which power of attorney may be exercised by the Buyer’s 's successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus CMSC Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus CMSC Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s 's rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus CMSC Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 2 contracts

Samples: Purchase Agreement (PHH Corp), Purchase Agreement (PHH Corp)

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the Buyer’s account), within one Business Day after receipt thereof, any Cartus Collections or CFC CRC Collections that it receives, in the form so received, and agrees that all such Cartus Collections and CFC CRC Collections will be deemed to be received in trust for the Buyer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus Collections and CFC CRC Collections to the Servicer; and (b) The Originator hereby grants to the Buyer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer (whether or not from the Originator) in connection with any Cartus Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 2 contracts

Samples: CRC Purchase Agreement, Purchase Agreement (NRT Settlement Services of Missouri LLC)

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver transfer any Collections that it receives directly to the Servicer (for the Buyer’s account), a Deposit Account within one Business Day after of receipt thereof, any Cartus Collections or CFC Collections that it receives, in the form so received, and agrees that all such Cartus Collections shall be segregated and CFC Collections will be deemed to be received held in trust for the Buyer Company and its assignees and will be maintained and segregated separate and apart from all other funds and moneys the Agent for the benefit of the Originator until delivery Secured Parties; provided that if the Company or the Servicer is required by Section 4.4 of such Cartus the Receivables Purchase Agreement to remit Collections and CFC Collections directly to the Servicer; andAgent for the benefit of the Secured Parties (or its designee) the Originator shall remit such Collections directly to the Agent for the benefit of the Secured Parties (or its designee) in the same manner as the Company and Servicer may be required to do so by Section 4.4 of the Receivables Purchase Agreement. The Originator further agrees not to deposit any funds other than Collections in a Deposit Account. (b) The Originator shall perform its obligations hereunder, and the exercise by the Company or its designee of its rights hereunder shall not relieve the Originator from such obligations. (c) None of the Company, Servicer (if other than the Originator), Purchasers, the Insurer or the Agent shall have any obligation or liability to any Obligor or any other third Person with respect to any Receivables, Contracts related thereto or any other related agreements, nor shall the Company, Servicer (if other than the Originator), Purchasers, the Insurer or the Agent be obligated to perform any of the obligations of the Originator thereunder. (d) The Originator hereby grants to Servicer (if other than the Buyer Originator) an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorseindorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer Company (whether or not from the Originator) in connection with any Cartus Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b))Receivable or Related Right. (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Adesa California, LLC), Purchase and Sale Agreement (Adesa Inc)

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the Buyer’s account), within one Business Day after receipt thereof, any Cartus CMSC Collections or CFC CMGFSC Collections that it receives, in the form so received, and agrees that all such Cartus CMSC Collections and CFC CMGFSC Collections will be deemed to be received in trust for the Buyer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus CMSC Collections and CFC CMGFSC Collections to the Servicer; and (b) The Originator hereby grants to the Buyer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer (whether or not from the Originator) in connection with any Cartus CMSC Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus CMSC Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus CMSC Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus CMSC Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 1 contract

Samples: Purchase Agreement (Realogy Corp)

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Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver transfer any Collections that it receives directly to the Servicer (for the Buyer’s account), a Deposit Account within one Business Day after of receipt thereof, any Cartus Collections or CFC Collections that it receives, in the form so received, and agrees that all such Cartus Collections shall be segregated and CFC Collections will be deemed to be received held in trust for the Buyer Company and its assignees and will be maintained and segregated separate and apart from all other funds and moneys the Agent for the benefit of the Originator until delivery Secured Parties; PROVIDED that if the Company or the Servicer is required by SECTION 4.4 of such Cartus the Receivables Purchase Agreement to remit Collections and CFC Collections directly to the Servicer; andAgent for the benefit of the Secured Parties (or its designee) the Originator shall remit such Collections directly to the Agent for the benefit of the Secured Parties (or its designee) in the same manner as the Company and Servicer may be required to do so by Section 4.4 of the Receivables Purchase Agreement. The Originator further agrees not to deposit any funds other than Collections in a Deposit Account. (b) The Originator shall perform its obligations hereunder, and the exercise by the Company or its designee of its rights hereunder shall not relieve the Originator from such obligations. (c) None of the Company, Servicer (if other than the Originator), Purchasers, the Insurer or the Agent shall have any obligation or liability to any Obligor or any other third Person with respect to any Receivables, Contracts related thereto or any other related agreements, nor shall the Company, Servicer (if other than the Originator), Purchasers, the Insurer or the Agent be obligated to perform any of the obligations of the Originator thereunder. (d) The Originator hereby grants to Servicer (if other than the Buyer Originator) an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorseindorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer Company (whether or not from the Originator) in connection with any Cartus Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b))Receivable or Related Right. (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Allete Inc)

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the Buyer’s account), within one Business Day after receipt thereof, any Cartus CMSC Collections or CFC CMF Collections that it receives, in the form so received, and agrees that all such Cartus CMSC Collections and CFC CMF Collections will be deemed to be received in trust for the Buyer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus CMSC Collections and CFC CMF Collections to the Servicer; and (b) The Originator hereby grants to the Buyer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer (whether or not from the Originator) in connection with any Cartus CMSC Purchased Asset (which power of attorney may be exercised by the Buyer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus CMSC Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer as provided in Section 7.4(b)) to the same extent as if such Cartus CMSC Purchased Assets had not been sold hereunder, and the exercise by the Buyer or its designee or assignee of the Buyer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus CMSC Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 1 contract

Samples: Purchase Agreement (Cendant Corp)

Responsibilities of the Originator. Anything herein to the contrary notwithstanding: (a) The Originator agrees to deliver directly to the Servicer (for the BuyerIssuer’s account), within one Business Day after receipt thereof, any Cartus Collections or CFC Fee Collections that it receives, in the form so received, and agrees that all such Cartus Collections and CFC Fee Collections will be deemed to be received in trust for the Buyer Issuer and its assignees and will be maintained and segregated separate and apart from all other funds and moneys of the Originator until delivery of such Cartus Collections and CFC Fee Collections to the Servicer; and (b) The Originator hereby grants to the Buyer Issuer an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Originator all steps necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Originator or transmitted or received by the Buyer Issuer (whether or not from the Originator) in connection with any Cartus CMSC Purchased Asset (which power of attorney may be exercised by the BuyerIssuer’s successors and assigns in accordance with Section 8.4 and Section 11.12(b)). (c) The Originator shall perform all of its obligations hereunder and under the Pool Relocation Management Agreements and other Contracts related to the Cartus CMSC Fee Purchased Assets to which it is a party (other than those obligations undertaken by the Buyer Issuer as provided in Section 7.4(b)) to the same extent as if such Cartus CMSC Fee Purchased Assets had not been sold hereunder, and the exercise by the Buyer Issuer or its designee or assignee of the BuyerIssuer’s rights hereunder or in connection herewith shall not relieve the Originator from any of its obligations under any such Pool Relocation Management Agreements or Contracts related to the Cartus CMSC Fee Purchased Assets to which it is a party. Notwithstanding the foregoing, the Originator acknowledges that the Buyer Issuer or its designees are entitled to perform such obligations to the extent permitted under the Transaction Documents.

Appears in 1 contract

Samples: Fee Receivables Purchase Agreement (Realogy Corp)

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