Common use of Sales, Adverse Claims, Etc Clause in Contracts

Sales, Adverse Claims, Etc. Except as otherwise explicitly provided herein and in the other Transaction Documents, sell, assign or otherwise dispose of, or create or suffer to exist any Adverse Claim other than (x) any Permitted Adverse Claim, (y) any Adverse Claim arising under any Transaction Document, and (z) any Adverse Claim arising solely as the result of any action taken by any Purchaser (or any assignee thereof), any Purchaser Agent, the Collateral Agent or by the Administrative Agent upon or with respect to (A) any Receivable, Related Asset, Lease Device or any interest therein, (B) any Lock‑Box Account to which any Collections of any of the foregoing are sent, (C) any right to receive income or proceeds (other than the purchase price paid to such Originator hereunder or any proceeds of Collections remitted to such Originator hereunder to the extent such Originator owes no other amounts hereunder) from or in respect of any of the foregoing or (D) prior to the Final Payout Date, its equity interest (if any) in its Related SPE; provided however, that (i) rights of customers under Lease Contracts to use Lease Devices shall not constitute an Adverse Claim, and (ii) subject to the consent of the Administrative Agent and the Collateral Agent, each Originator may pledge its right, title and interest in and to the Preferred Membership Interest issued to it by the Related SPE.

Sales, Adverse Claims, Etc. Except as otherwise explicitly provided herein and in the other Transaction Documents, sell, assign or otherwise dispose of, or create or suffer to exist any Adverse Claim other than (x) any Permitted Adverse Claim, (y) any Adverse Claim arising under any Transaction Document, and (z) any Adverse Claim arising solely as the result of any action taken by any Purchaser (or any assignee thereof), any Purchaser Agent, the Collateral Agent or by the any Administrative Agent upon or with respect to (A) any Receivable, Related Asset, Lease Device or any interest therein, (B) any Lock‑Box Account to which any Collections of any of the foregoing are sent, (C) any right to receive income or proceeds (other than the purchase price paid to such Originator hereunder or any proceeds of Collections remitted to such Originator hereunder to the extent such Originator owes no other amounts hereunder) from or in respect of any of the foregoing or (D) prior to the Final Payout Date, its equity interest (if any) in its Related SPE; provided however, that (i) rights of customers under Lease Contracts to use Lease Devices shall not constitute an Adverse Claim, and (ii) subject to the consent of the each Administrative Agent and the Collateral Agent, each Originator may pledge its right, title and interest in and to the Preferred Membership Interest issued to it by the Related SPE.

Sales, Adverse Claims, Etc. Except as otherwise explicitly provided herein and in the other Transaction Documents, sell, assign or otherwise dispose of, or create or suffer to exist any Adverse Claim other than (x) any Permitted Adverse Claim, (y) any Adverse Claim arising under any Transaction Document, and (z) any Adverse Claim arising solely as the result of any action taken by any Purchaser (or any assignee thereof), any Purchaser Agent, the Collateral Agent or by the any Administrative Agent upon or with respect to (A) any Receivable, Related Asset, Lease Device or any interest therein, (B) any Lock‑Box Lock-Box Account to which any Collections of any of the foregoing are sent, (C) any right to receive income or proceeds (other than the purchase price paid to such Originator hereunder or any proceeds of Collections remitted to such Originator hereunder to the extent such Originator owes no other amounts hereunder) from or in respect of any of the foregoing or (D) prior to the Final Payout Date, its equity interest (if any) in its Related SPE; provided however, that (i) rights of customers under Lease Contracts to use Lease Devices shall not constitute an Adverse Claim, and (ii) subject to the consent of the each Administrative Agent and the Collateral Agent, each Originator may pledge its right, title and interest in and to the Preferred Membership Interest issued to it by the Related SPE.