Common use of Security Interest, Etc Clause in Contracts

Security Interest, Etc. Each Servicer shall, at its expense, take all action necessary to establish and maintain a valid and enforceable first priority perfected security interest in the Sold Assets and Pledged Collateral, in each case free and clear of any Adverse Claim, in favor of the Administrative Agent (for the benefit of the Secured Parties), including taking such action to perfect, protect or more fully evidence the security interest of the Administrative Agent (on behalf of the Secured Parties) as the Administrative Agent or any Secured Party may reasonably request. Each Servicer shall, from time to time and within the time limits established by law, prepare and present to the Administrative Agent for the Administrative Agent’s authorization and approval, all financing statements, amendments, continuations, financing change statements or initial financing statements in lieu of a continuation statement or financing change statement, or other filings necessary to continue, maintain and perfect the Administrative Agent’s security interest as a first-priority interest. The Administrative Agent’s approval of such filings shall authorize such Servicer to file such financing statements or other filings under the UCC or PPSA, as applicable. Notwithstanding anything else in the Transaction Documents to the contrary, the Servicers shall not have any authority to file a termination, partial termination, release, partial release, discharge, partial discharge or any amendment that deletes the name of a debtor or excludes collateral of any such financing statements or other similar filings filed in connection with the Transaction Documents, without the prior written consent of the Administrative Agent.

Appears in 5 contracts

Samples: Receivables Purchase Agreement (NCR Atleos Corp), Receivables Purchase Agreement (NCR Corp), Receivables Purchase Agreement (NCR Corp)

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Security Interest, Etc. Each The Servicer shall, shall (i) at its expense, take all action necessary or desirable to establish and maintain a valid and enforceable first priority perfected security interest in the Sold Assets Pool Receivables, the Related Security and Pledged CollateralCollections with respect thereto, and (ii) at its expense, in each case free and clear of any Adverse Claim, in favor order to evidence the interests of the Administrative Agent (for the benefit of the Secured Parties)Administrator under this Agreement, including taking from time to time take such action action, or execute and deliver such instruments as may be necessary to maintain and perfect, protect or more fully evidence as a first-priority security interest, the Administrator’s security interest of in the Administrative Agent (on behalf of the Secured Parties) as the Administrative Agent or any Secured Party may reasonably requestPool Receivables, Related Security and Collections. Each The Servicer shallshall at its expense, from time to time and within the time limits established by law, prepare and present to the Administrative Agent Administrator for the Administrative AgentAdministrator’s authorization and approval, all financing statements, amendments, continuations, financing change statements statements, continuations or initial financing statements in lieu of a continuation statement or financing change statement, or other filings necessary to continue, maintain and perfect the Administrative AgentAdministrator’s security interest as a first-priority security interest. The Administrative AgentAdministrator’s approval of such filings shall authorize such the Servicer to file such financing statements or other filings under the UCC without the signature of the Borrower, any Originator or PPSA, as applicablethe Administrator where allowed by applicable law. Notwithstanding anything else in the Transaction Documents to the contrary, the Servicers Servicer shall not have any authority to file a termination, partial termination, release, partial release, discharge, partial discharge or any amendment that deletes the name of a debtor or excludes collateral of any such financing statements or other similar filings filed in connection statements, except with the Transaction Documentsrespect to any Person that ceases to be any Originator, without the prior written consent of the Administrative AgentAdministrator.

Appears in 1 contract

Samples: Receivables Financing Agreement (Cincinnati Bell Inc)

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