Responsibilities of the Transferor. Anything herein to the contrary notwithstanding, the Transferor shall, and/or shall cause each Originating Entity to, (i) perform all of each Originating Entity’s obligations under the Contracts related to the Receivables to the same extent as if interests in such Receivables had not been sold hereunder and under the Transferring Affiliate Letter, the BMA Transfer Agreement and/or the Receivables Purchase Agreement, as applicable, and the exercise by the Agent, any Administrative Agent and the Investors of their rights hereunder and under the Transferring Affiliate Letter, the BMA Transfer Agreement and the Receivables Purchase Agreement shall not relieve the Transferor or the Seller from such obligations and (ii) pay when due any taxes, including without limitation, any sales taxes payable in connection with the Receivables and their creation and satisfaction. Neither the Agent nor any of the Investors or the Administrative Agents shall have any obligation or liability with respect to any Receivable or related Contracts, nor shall it be obligated to perform any of the obligations of the Seller thereunder.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding:
(a) None of the Agent, the Purchaser nor any Bank Investor shall have any obligation or liability with respect to any Pool Receivables, Contracts related thereto or any other related purchase orders or other agreements, nor shall any of them be obligated to perform any of the obligations of the Transferor, Wackenhut or any Originator thereunder.
(b) The Transferor hereby grants to the Servicer and the Agent, for the benefit of the Purchaser and the Bank Investors, as the case may be, an irrevocable power of attorney, with full power of substitution, coupled with an interest, to take in the name of the Transferor all steps which are necessary or advisable to endorse, negotiate or otherwise realize on any writing or other right of any kind held or transmitted by the Transferor or transmitted or received by the Purchaser or any Bank Investor, as the case may be (whether or not from the Transferor) in connection with any Receivable after the occurrence of any default by the Transferor hereunder or the occurrence of any Termination Event.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding, the Transferor shall (x) perform all of its obligations (if any) under the Contracts related to Listed Receivables to the same extent as if interests in such Listed Receivables had not been transferred hereunder and the exercise by the Administrative Agent of rights hereunder shall not relieve any Seller or Seller Party from such obligations and (y) pay when due any taxes payable by the Transferor under applicable law, including any sales taxes payable in connection with the Listed Receivables and their creation and satisfaction. The Transferor shall provide to the Servicer on a timely basis all information needed for such servicing, administration and collection, including notice of the occurrence of any Termination Event. Neither the Administrative Agent nor any Purchaser shall have any obligation or liability with respect to any Listed Receivable, any Related Security or any related Contract, nor shall the Administrative Agent or any Purchaser be obligated to perform any of the obligations of any Seller or Seller Party under any of the foregoing.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding, the Transferor represents that none of its obligations under the Loan Documents related to Medallion Loans remains unperformed and that in any event, the exercise by the Transferee of its rights hereunder shall not relieve the Transferor from such obligations if they do exist.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding, the Transferor shall (i) perform all of its obligations under the Accounts related to the Receivables to the same extent as if interests in such Receivables had not been transferred hereunder and the exercise by the Agent, the Buyer and any other Owner of their rights hereunder and under the Receivables Purchase Agreement shall not relieve the Transferor from such obligations and (ii) pay when due any taxes, including without limitation, any sales taxes payable in connection with the Receivables and their creation and satisfaction. Neither the Agent, the Buyer nor any other Owner shall have any obligation or liability with respect to any Receivable or related Accounts, nor shall it be obligated to perform any of the obligations of CAC or the Transferor thereunder.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding, the Transferor, Tech Data and each other Originator shall (i) perform all of their respective obligations under the Contracts related to the Pool Receivables, if any, to the same extent as if interests in such Pool Receivables had not been pledged hereunder, and the exercise by the Administrative Agent or any other Credit Party of their respective rights hereunder shall not relieve the Transferor, Tech Data or any Originator 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. None of the Credit Parties shall have any obligation or liability with respect to any Pool Receivable, any Contract or any other Collateral, nor shall any of them be obligated to perform any of the obligations of the Transferor, the Collection Agent or any Originator thereunder.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding:
(a) [Reserved].
(b) Transferor shall perform its obligations hereunder, and the exercise by the Company or its designee of its rights hereunder shall not relieve the Transferor from such obligations.
(c) None of the Company, the Borrower, the Servicer, the Administrative Agent or any other Credit Party 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, the Borrower, the Servicer, the Administrative Agent or any other Credit Party be obligated to perform any of the obligations of the Transferor thereunder.
(d) The Transferor hereby grants to the Company and Administrative Agent an irrevocable power of attorney, with full power of substitution, coupled with an interest, during the occurrence and continuation of a Termination Event or an Event of Default to take in the name of the Transferor 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 Transferor or transmitted or received by the Company (whether or not from the Transferor) in connection with any Receivable sold or otherwise conveyed or purported to be conveyed by it hereunder or Related Right.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding the Transferor shall (i) perform all of the Transferor's obligations under the Accounts related to the Receivables, if any, to the same extent as if interests in such Receivables had not been sold hereunder and the exercise by the Agent any Class Agent any Conduit and any Bank Investor of their rights hereunder shall not relieve the Transferor from such obligations and (ii) pay when due any taxes, including without limitation, any sales taxes, if any, payable in connection with the Receivables and their creation and satisfaction. Neither the Agent, any Class Agent any Conduit nor any Bank Investor shall have any obligation or liability with respect to any Receivable or related Accounts, nor shall it be obligated to perform any of the obligations of the Transferor thereunder.
Responsibilities of the Transferor. Anything herein to ---------------------------------- the contrary notwithstanding, the Transferor shall (i) perform all of its obligations under the Contracts related to its Receivables to the same extent as if interests in such Receivables had not been sold hereunder and the exercise by the Agent of its rights hereunder shall not relieve such Transferor from such obligations and (ii) pay when due any taxes, including without limitation, any sales taxes payable in connection with its Receivables and their creation and satisfaction. Neither the Agent nor the Banks shall have any obligation or liability with respect to any Receivable or related Contracts, nor shall they be obligated to perform any of the obligations of the Transferor thereunder.
Responsibilities of the Transferor. Anything herein to the contrary notwithstanding: