Common use of Subsequent Assets Clause in Contracts

Subsequent Assets. To the extent that the parties wish to engage in sales of Future Receivables subsequent to the Initial Closing Date, then immediately upon the generation of any such Future Receivables, Seller may sell, assign, transfer and convey to Purchaser, and Purchaser may purchase and receive from Seller subject to the terms of this Agreement, all of Seller's right, title and interest in and to the following: (i) all such Future Receivables; (ii) all rights to payment of interest, charges and fees on such Future Receivables; (iii) all rights to the Collateral which secures the Dealer's or any other Obligor's obligations to Seller pertaining to such Future Receivables; (iv) all of the rights of Seller provided by any Receivable Agreements (but only to the extent that the rights of Seller provided by any Receivable Agreements relate to such Future Receivables ), guaranties and promissory notes (in each case, to the extent they apply to such Receivables ); (v) all security agreements, financing statements or other instruments which relate to the Collateral (but only to the extent that such security agreements, financing statements or other instruments relate to the Future Receivables being purchased by Purchaser); (vi) the Files (as they relate to the Future Receivables) and the Books and Records (as they relate to the Future Receivables). Notwithstanding the provisions of this Section 2.1(B), the parties agree that the Seller shall be under no obligation to sell any Future Receivable to Purchaser and Purchaser shall be under no obligation to purchase any Future Receivable from Seller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Deere & Co), Asset Purchase Agreement (Deere & Co)

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Subsequent Assets. To the extent that the parties wish to engage ----------------- in sales of Future Receivables subsequent to the Initial Closing Date, then immediately upon the generation of any such Future Receivables, Seller may sell, assign, transfer and convey to Purchaser, and Purchaser may purchase and receive from Seller subject to the terms of this Agreement, all of Seller's right, title and interest in and to the following: (i) all such Future Receivables; (ii) all rights to payment of interest, charges and fees on such Future Receivables; (iii) all rights to the Collateral which secures the Dealer's or any other Obligor's obligations to Seller pertaining to such Future Receivables; (iv) all of the rights of Seller provided by any Receivable Agreements (but only to the extent that the rights of Seller provided by any Receivable Agreements relate to such Future Receivables ), guaranties and promissory notes (in each case, to the extent they apply to such Receivables ); (v) all security agreements, financing statements or other instruments which relate to the Collateral (but only to the extent that such security agreements, financing statements or other instruments relate to the Future Receivables being purchased by Purchaser); (vi) the Files (as they relate to the Future Receivables) and the Books and Records (as they relate to the Future Receivables). Notwithstanding the provisions of this Section 2.1(B), the parties agree that the Seller shall be under no obligation to sell any Future Receivable to Purchaser and Purchaser shall be under no obligation to purchase any Future Receivable from Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Deere & Co)

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Subsequent Assets. To the extent that the parties wish to engage in ----------------- sales of Future Receivables subsequent to the Initial Closing Date, then immediately upon the generation of any such Future Receivables, Seller may sell, assign, transfer and convey to Purchaser, and Purchaser may purchase and receive from Seller subject to the terms of this Agreement, all of Seller's right, title and interest in and to the following: (i) all such Future Receivables; (ii) all rights to payment of interest, charges and fees on such Future Receivables; (iii) all rights to the Collateral which secures the Dealer's or any other Obligor's obligations to Seller pertaining to such Future Receivables; (iv) all of the rights of Seller provided by any Receivable Agreements (but only to the extent that the rights of Seller provided by any Receivable Agreements relate to such Future Receivables ), guaranties and promissory notes (in each case, to the extent they apply to such Receivables ); (v) all security agreements, financing statements or other instruments which relate to the Collateral (but only to the extent that such security agreements, financing statements or other instruments relate to the Future Receivables being purchased by Purchaser); (vi) the Files (as they relate to the Future Receivables) and the Books and Records (as they relate to the Future Receivables). Notwithstanding the provisions of this Section 2.1(B), the parties agree that the Seller shall be under no obligation to sell any Future Receivable to Purchaser and Purchaser shall be under no obligation to purchase any Future Receivable from Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Deere & Co)

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