Common use of Responsibilities of the Seller Clause in Contracts

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the Administrator, the Purchaser Agents, the Purchasers or any other Affected Person of their respective rights hereunder shall not relieve the Seller from such obligations, and (ii) pay when due any taxes, including any sales taxes payable in connection with the Pool Receivables and their creation and satisfaction. The Administrator, the Purchaser Agents, any of the Purchasers or any other Affected Person shall not have any obligation or liability with respect to any Pool Asset, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas or the Originators thereunder. (b) Airgas hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas conducted such data-processing functions while it acted as the Servicer.

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the Administrator, the Purchaser Agents, Agents or the Purchasers or any other Affected Person of their respective rights hereunder shall not relieve the Seller from such obligations, and (ii) to the extent the Seller is under any obligation to do so, pay when due any taxes, including any sales taxes payable in connection with the Pool Receivables and their creation and satisfaction. The None of the Administrator, the Purchaser Agents, Agents or any of the Purchasers or any other Affected Person shall not have any obligation or liability with respect to any Pool Asset, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas Cloud Peak or the Originators any Originator thereunder. (b) Airgas Cloud Peak hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas Cloud Peak shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Cloud Peak conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Cloud Peak its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 1.4).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay or cause to be paid when due any taxessales tax, including any sales excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfaction. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSold Assets or Seller Collateral, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Master Servicer or the Originators any Originator thereunder. (b) Airgas Wolverine hereby irrevocably agrees that if at any time it shall cease to be the Master Servicer hereunder, it shall act (if the then-current Master Servicer so requests) as the data-processing agent of the Master Servicer and, in such capacity, Airgas Wolverine shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Xxxxxxxxx conducted such data-processing functions while it acted as the Master Servicer. In connection with any such processing functions, the Seller shall pay to Wolverine its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 4.01).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform in all of material respects its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay or cause to be paid when due any sales taxes, including any sales excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfactionsatisfaction and timely file all such tax returns required to be filed by it. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSupporting Assets, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Servicer or the Originators any Originator thereunder. (b) Airgas Mativ hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas Mativ shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Mativ conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Mativ its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 3.01(a)).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay when due any taxes, including any sales taxes payable in connection with the Pool Receivables and their creation and satisfaction, except to the extent that such taxes are being contested in good faith and appropriate reserves have been maintained in accordance with GAAP. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSold Assets or Seller Collateral, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Servicer or the Originators any Originator thereunder. (b) Airgas Xxxxxx hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas Xxxxxx shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Xxxxxx conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Xxxxxx its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 4.01).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay when due any taxes, including any sales taxes taxes, payable in connection with the Pool Receivables and their creation and satisfaction, other than any such taxes being contested in good faith by appropriate proceedings and as to which adequate reserves have been provided in accordance with GAAP. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSold Assets or Seller Collateral, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas or the Originators any Harsco Party thereunder. (b) Airgas Harsco hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas Harsco shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Harsco conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Harsco its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 3.01).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligationsobligations under, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and and, in each case the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, and (ii) pay when due any taxes, including any sales taxes payable in connection with the Pool Receivables and their creation and satisfactionsatisfaction and (iii) timely file all tax returns required to be filed by it. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSold Assets and Seller Collateral, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Initial Servicer or the Originators any Originator thereunder. (b) Airgas Initial Servicer hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Successor Servicer so requests) as the data-processing agent of the Successor Servicer and, in such capacity, Airgas Initial Servicer shall conduct the data-processing functions of the administration of the Receivables Sold Assets and Seller Collateral and the Collections thereon in substantially the same way that Airgas Initial Servicer conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Initial Servicer its reasonable and documented out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 4.01).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform in all of material respects its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay or cause to be paid when due any sales taxes, including any sales excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfactionsatisfaction and timely file all such tax returns required to be filed by it. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSupporting Assets, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Servicer or the Originators any Originator thereunder. (b) Airgas Kinetik hereby irrevocably agrees that if at any time it shall cease to be the Servicer hereunder, it shall act (if the then-current Servicer so requests) as the data-processing agent of the Servicer and, in such capacity, Airgas Kinetik shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Kinetik conducted such data-processing functions while it acted as the Servicer. In connection with any such processing functions, the Seller shall pay to Kinetik its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 3.01(a)).

Responsibilities of the Seller. (a) Anything herein to the contrary notwithstanding, the Seller shall: (i) perform all of its obligations, if any, under the Contracts related to the Pool Receivables to the same extent as if interests in such Pool Receivables had not been transferred hereunder, and the exercise by the AdministratorAdministrative Agent, the Purchaser Agents, the Purchasers or any other Affected Person Purchaser Party of their respective rights hereunder shall not relieve the Seller from such obligations, obligations and (ii) pay or cause to be paid when due any taxessales tax, including any sales excise tax, personal property tax or similar taxes that are payable in connection with the Pool Receivables and their creation and satisfactionsatisfaction except to the extent that such taxes are being contested in good faith and appropriate reserves have been maintained in accordance with GAAP. The Administrator, None of the Purchaser Agents, any of the Purchasers or any other Affected Person Parties shall not have any obligation or liability with respect to any Pool AssetSold Assets or Seller Collateral, nor shall any of them be obligated to perform any of the obligations of the Seller, Servicer, Airgas the Master Servicer or the Originators any Originator thereunder. (b) Airgas Gray hereby irrevocably agrees that if at any time it shall cease to be the Master Servicer hereunder, it shall act (if the then-current Master Servicer so requests) as the data-processing agent of the Master Servicer and, in such capacity, Airgas Gray shall conduct the data-processing functions of the administration of the Receivables and the Collections thereon in substantially the same way that Airgas Gray conducted such data-processing functions while it acted as the Master Servicer. In connection with any such processing functions, the Seller shall pay to Gray its reasonable out-of-pocket costs and expenses from the Seller’s own funds (subject to the priority of payments set forth in Section 4.01).