Common use of Transfer of Records to Purchaser Clause in Contracts

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system). Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s computer software system to access and create such records. In recognition of the Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the Seller’s and the Originators’ computer software system systems to access and create such records (but, in the case of any such license of any portion of the Seller’s any such computer software system which itself is licensed to the Seller or an Originator from any Person which is not an Affiliate of the SellerSeller or such Originator, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller or such Originator and such non-Affiliated Person regarding the use of such portion of such computer software system). Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s and the Originators’ computer software system to access and create such records. In recognition of the Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s computer software system to access and create such records. In recognition of the Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the relevant Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the such Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Purchased Receivables are either collected in full or become Defaulted Receivables. The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Purchased Receivables and rights (whether by ownership, license or sublicense) to the use of the such Seller’s computer software system to access and create such records. In recognition of the each Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the such Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the such Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables and Participation Interests hereunder shall include the transfer to the Purchaser of all of the Seller’s 's right and title to and interest in the records relating to such Receivables or Participation Interests (as the case may be) and, subject to the rights of any licensors and applicable law, shall include an irrevocable non-exclusive license to the use of the Seller’s 's computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables Purchased Assets are either collected in full or become Defaulted ReceivablesReceivables or Defaulted Participation Interests (as the case may be). The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables Purchased Assets and rights (whether by ownership, license or sublicense) to the use of the Seller’s 's computer software system to access and create such records, subject to the rights of any licensors and applicable law. In recognition of the Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s 's business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s 's use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the relevant Seller’s Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the such Seller’s Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the such Seller’s Seller’s computer software system to access and create such records. In recognition of the each Seller’s Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the such Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the such Seller’s Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s Purchaser’s use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s 's right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the Seller’s 's computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s 's computer software system to access and create such records. In recognition of the Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s 's business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s 's use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables and Participation Interests hereunder shall include the transfer to the Purchaser of all of the applicable Seller’s 's right and title to and interest in the records relating to such Receivables or Participation Interests (as the case may be) and, subject to the rights of any licensors and applicable law, shall include an irrevocable non-exclusive license to the use of the applicable Seller’s 's computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables Purchased Assets are either collected in full or become Defaulted ReceivablesReceivables or Defaulted Participation Interests (as the case may be). The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables Purchased Assets and rights (whether by ownership, license or sublicense) to the use of the such Seller’s 's computer software system to access and create such records, subject to the rights of any licensors and applicable law. In recognition of the applicable Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the such Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the such Seller’s 's business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s 's use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the applicable Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the such Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the such Seller’s computer software system to access and create such records. In recognition of the each Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the such Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the such Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right to access and title to and interest in use the records relating to such Receivables and in connection therewith, each Seller agrees to download from its computer system and distribute to Purchaser and its assignees all pertinent data and information in usable form as requested by the Purchaser or its assignees following an Event of Termination or Incipient Bankruptcy Event of Termination; provided, however, that such records shall include an irrevocable non-exclusive license sufficient information to the use of the Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to enable the Purchaser does not violate the license agreement between the Seller or its designee or a replacement Servicer to administer, collect and such non-Affiliated Person regarding the use of such portion of such computer software system). Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of enforce the Transferred Receivables are either collected in full or become Defaulted Receivables. The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s computer software system to access and create such recordsthereto. In recognition of the any Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to such Seller the Seller an irrevocable license right to access download, prepare, review and use all pertinent data and information in usable form as requested by the Seller, contained in such records in connection with any activity arising in the ordinary course of the such Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; a Servicer, provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right and 's right, title to and interest in and to the records relating to such Receivables and the related Other Conveyed Property and shall include an irrevocable non-exclusive license to the use of the Seller’s 's computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables purchased hereunder are either collected in full or become Defaulted Receivables. The Seller shall take such action reasonably requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables purchased by it hereunder and the related Other Conveyed Property and rights (whether by ownership, license or sublicense) to the use of the Seller’s 's computer software system to access and create such records. In recognition of the Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s 's business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; Servicer, provided that (i) the Seller shall not disrupt or otherwise materially interfere with the Purchaser’s 's use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the Seller’s and Trane U.S.’s computer software system systems to access and create such records (but, in the case of any such license of any portion of the Seller’s any such computer software system which itself is licensed to the Seller or Trane U.S. from any Person which is not an Affiliate of the SellerSeller or Trane U.S., only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller or Trane U.S. and such non-Affiliated Person regarding the use of such portion of such computer software system). Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s and Trane U.S.’s computer software system to access and create such records. In recognition of the Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the applicable Seller’s right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-exclusive license to the use of the applicable Seller’s computer software system to access and create such records (but, in the case of any such license of any portion of the applicable Seller’s computer software system which itself is licensed to the such Seller from any Person which is not an Affiliate of the such Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the such Seller and such non-Affiliated Person regarding the use of such portion of such computer software system). Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Each Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the such Seller’s computer software system to access and create such records. In recognition of the each Seller’s need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the such Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the such Seller’s business or (if the such Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; provided that (i) the such Seller shall not disrupt or otherwise interfere with the Purchaser’s use of and access to such records during such license period and (ii) the such Seller consents to the assignment and delivery of the records (including any information contained therein relating to the such Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.

Transfer of Records to Purchaser. Each Purchase and contribution of Receivables hereunder shall include the transfer to the Purchaser of all of the Seller’s 's right and title to and interest in the records relating to such Receivables and shall shall, to the extent legally permissible, include an irrevocable non-exclusive license to the use of the Seller’s 's computer software system to access and create such records (but, in the case of any such license of any portion of the Seller’s computer software system which itself is licensed to the Seller from any Person which is not an Affiliate of the Seller, only to the extent that the grant of such license to the Purchaser does not violate the license agreement between the Seller and such non-Affiliated Person regarding the use of such portion of such computer software system)records. Such license shall be without royalty or payment of any kind, is coupled with an interest, and shall be irrevocable until all of the Transferred Receivables are either collected in full or become Defaulted Receivables. The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and rights (whether by ownership, license or sublicense) to the use of the Seller’s 's computer software system to access and create such records. In recognition of the Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the Seller an irrevocable license to access such records in connection with any activity arising in the ordinary course of the Seller’s 's business or (if the Seller is the Collection Agent or the subcontractor of the Collection Agent in such capacity) in performance of its duties as Collection Agent; , provided that (i) the Seller shall not disrupt or otherwise interfere with the Purchaser’s 's use of and access to such records during such license period and (ii) the Seller consents to the assignment and delivery of the records (including any information contained therein relating to the Seller or its operations) to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.