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 '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 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. (a) Each Purchase and contribution of Receivables hereunder shall include the transfer of, and the Seller does hereby transfer to the Purchaser of Purchaser, all of the Seller’s 's right and title to and interest in the records relating to the Transferred Assets, and the Seller hereby agrees that such Receivables transfer shall be effected automatically with each such Purchase, without any further action on the part of the parties hereto or any further documentation. (b) In connection with such transfer, to the extent not prohibited under the relevant agreement between the Seller and shall include the relevant licensor, the Seller hereby grants to each of the Purchaser, the Program Agent (as the Purchaser's assignee) and the Servicer an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software used by the Seller to account for the Transferred Assets, whether such software is coupled owned by the Seller or is owned by others and used by the Seller under license agreements with an interestrespect thereto; provided that should the consent of any licensor of such software to grant the license described herein be required, the Seller hereby agrees that upon request by the Purchaser (or the Program Agent as the Purchaser's assignee), the Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall be irrevocable until all of terminate on the Transferred Receivables are either collected date this Agreement terminates in full or become Defaulted Receivables. accordance with its terms. (c) The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be deemed by the Purchaser as reasonably necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and Assets and, subject to the limitation in clause (b) above, 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 need to have access , subject 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 rights of 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 licensors 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 confidentialapplicable law.

Transfer of Records to Purchaser. Each Purchase and contribution (a) In connection with the Purchases of Receivables hereunder shall include hereunder, the transfer Seller hereby sells, transfers, assigns and otherwise conveys to the Purchaser of all of the Seller’s right and title to and interest in the records Records relating to all Receivables included in any Purchase hereunder, without the need for any further documentation in connection with any such Receivables Purchase. In connection with such transfer, the Seller hereby grants to each of the Purchaser and shall include the Collection Agent (including, without limitation, any successor Collection Agent appointed in accordance with the TAA) an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software now or hereafter used by the Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is coupled owned by the Seller or is owned by others and used by the Seller under license agreements with an interestrespect thereto (the “Software”). As of the date hereof, with respect to all Software now existing, either (i) no consent by any licensor of the Seller to such grant is required, (ii) if any such consent is required, such consent has been obtained, or (iii) the data administered and managed with the use of such Software is in a form such that other types of software that are generally available may be used to administer and manage such data in the same fashion as then being administered and managed with the applicable Software. If after the date hereof the consent by any licensor of the Seller to such grant shall be required, the Seller shall promptly obtain such consent. The license granted hereby shall be irrevocable, and shall be irrevocable not expire until all of the Transferred Receivables are either collected date on which this Agreement shall terminate in full or become Defaulted Receivablesaccordance with its terms. 9 (b) The Seller shall take such action requested by the PurchaserPurchaser and/or the Agent, from time to time hereafter, that may be reasonably necessary or appropriate to ensure that the Purchaser (and its assignees) has (i) an enforceable ownership interest in the records 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 purchased from 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 hereunder and (ii) the Seller consents an enforceable right (whether by license or sublicense or otherwise) to the assignment and delivery use all of the records (including any information contained therein relating computer software used to account for the Seller or its operations) Receivables and/or to any assignees or transferees of the Purchaser provided they agree to hold recreate such records confidentialRecords.

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 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 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 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 and contribution (a) In connection with the Purchases of Receivables hereunder shall include hereunder, the transfer Seller hereby sells, transfers, assigns and otherwise conveys to the Purchaser of all of the Seller’s right and title to and interest in the records Records relating to all Receivables included in any Purchase hereunder, without the need for any further documentation in connection with any such Receivables Purchase. In connection with such transfer, the Seller hereby grants to each of the Purchaser and shall include the Collection Agent (including, without limitation, any successor Collection Agent appointed in accordance with the TAA) an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software now or hereafter used by the Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is coupled owned by the Seller or is owned by others and used by the Seller under license agreements with an interestrespect thereto (the “Software”). As of the date hereof, with respect to all Software now existing, either (i) no consent by any licensor of the Seller to such grant is required, (ii) if any such consent is required, such consent has been obtained, or (iii) the data administered and managed with the use of such Software is in a form such that other types of software that are generally available may be used to administer and manage such data in the same fashion as then being administered and managed with the applicable Software. If after the date hereof the consent by any licensor of the Seller to such grant shall be required, the Seller shall promptly obtain such consent. The license granted hereby shall be irrevocable, and shall be irrevocable not expire until all of the Transferred Receivables are either collected date on which this Agreement shall terminate in full or become Defaulted Receivables. accordance with its terms. (b) The Seller shall take such action requested by the PurchaserPurchaser and/or the Agent, from time to time hereafter, that may be reasonably necessary or appropriate to ensure that the Purchaser (and its assignees) has (i) an enforceable ownership interest in the records 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 purchased from 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 hereunder and (ii) the Seller consents an enforceable right (whether by license or sublicense or otherwise) to the assignment and delivery use all of the records (including any information contained therein relating computer software used to account for the Seller or its operations) Receivables and/or to any assignees or transferees of the Purchaser provided they agree to hold recreate such records confidentialRecords.

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 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.

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. (a) Each Purchase and contribution of Receivables hereunder shall include the transfer of, and the Originator does hereby transfer to the Purchaser of Purchaser, all of the SellerOriginator’s right and title to and interest in the records Records relating to the Transferred Assets and Related Property, and the Originator hereby agrees that such Receivables transfer shall be effected automatically with each such Purchase, without any further action on the part of the parties hereto or any further documentation. (b) In connection with such transfer, to the extent not prohibited under the relevant agreement between the Originator and shall include the relevant licensor, the Originator hereby grants to each of the Purchaser, the Program Agent (as the Purchaser’s assignee) and the Servicer an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software used by the Originator to account for the Transferred Assets and Related Property, whether such software is coupled owned by the Originator or is owned by others and used by the Originator under license agreements with an interestrespect thereto; provided that should the consent of any licensor of such software to grant the license described herein be required, the Originator hereby agrees that upon request by the Purchaser (or the Program Agent as the Purchaser’s assignee), the Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall be irrevocable until all of terminate on the Transferred Receivables are either collected date this Agreement terminates in full or become Defaulted Receivables. accordance with its terms. (c) The Seller Originator shall take such action requested by the Purchaser, from time to time hereafter, that may be deemed by the Purchaser as reasonably necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records Records relating to the Transferred Receivables Assets and Related Property and, subject to the limitation in clause (b) above, rights (whether by ownership, license or sublicense) to the use of the SellerOriginator’s WAREHOUSE LOAN SALE AGREEMENT computer software system to access and create such records. In recognition of the Seller’s need to have access Records, subject 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 rights of 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 licensors 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 confidentialapplicable law.

Transfer of Records to Purchaser. (a) Each Purchase and contribution of Receivables hereunder shall include the transfer of, and each Originator does hereby transfer to the Purchaser of Purchaser, all of the Seller’s each Originator's right and title to and interest in the records relating to the Transferred Assets, and each Originator hereby agrees that such Receivables transfer shall be effected automatically with each such Purchase, without any further action on the part of the parties hereto or any further documentation. (b) In connection with such transfer, to the extent not prohibited under the relevant agreement between an Originator and shall include the relevant licensor, each Originator hereby grants to each of the Purchaser, the Program Agent (as the Purchaser's assignee) and the Servicer an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software used by such Originator to account for the Transferred Assets, whether such software is coupled owned by any Originator or is owned by others and used by such Originator under license agreements with an interestrespect thereto; provided that should the consent of any licensor of such software to grant the license described herein be required, each Originator hereby agrees that upon request by the Purchaser (or the Program Agent as the Purchaser's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall be irrevocable until all of terminate on the Transferred Receivables are either collected date this Agreement terminates in full or become Defaulted Receivables. The Seller accordance with its terms. (c) Each Originator shall take such action requested by the Purchaser, from time to time hereafter, that may be deemed by the Purchaser as reasonably necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and Assets and, subject to the limitation in clause (b) above, rights (whether by ownership, license or sublicense) to the use of the Seller’s such Originator's computer software system to access and create such records. In recognition of the Seller’s need to have access , subject 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 rights of 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 licensors 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 confidentialapplicable law.

Transfer of Records to Purchaser. (a) Each Purchase 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 a 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. have been written off the books as uncollectible. (b) 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. . (c) 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 United Rentals a 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 United Rentals’ duties as Collection Agent; , provided that (i) the Seller United Rentals 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. 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 have been written off the books as uncollectible. ARTICLE VII EVENTS OF TERMINATION

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 (a) In connection with the Purchases of Receivables hereunder shall include hereunder, the transfer Seller hereby sells, transfers, assigns and otherwise conveys to the Purchaser of all of the Seller’s 's right and title to and interest in the records Records relating to all Receivables included in any Purchase hereunder, without the need for any further documentation in connection with any such Receivables Purchase. In connection with such transfer, the Seller hereby grants to each of the Purchaser and shall include the Collection Agent (including, without limitation, any successor Collection Agent appointed in accordance with the TAA) an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software now or hereafter used by the Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is coupled owned by the Seller or is owned by others and used by the Seller under license agreements with an interestrespect thereto (the "Software"). As of the date hereof, with respect to all Software now existing, either (i) no consent by any licensor of the Seller to such grant is required, (ii) if any such consent is required, such consent has been obtained, or (iii) the data administered and managed with the use of such Software is in a form such that other types of software that are generally available may be used to administer and manage such data in the same fashion as then being administered and managed with the applicable Software. If after the date hereof the consent by any licensor of the Seller to such grant shall be required, the Seller shall promptly obtain such consent. The license granted hereby shall be irrevocable, and shall be irrevocable not expire until all of the Transferred Receivables are either collected date on which this Agreement shall terminate in full or become Defaulted Receivables. accordance with its terms. (b) The Seller shall take such action requested by the PurchaserPurchaser and/or the Agent, from time to time hereafter, that may be reasonably necessary or appropriate to ensure that the Purchaser (and its assignees) has (i) an enforceable ownership interest in the records 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 purchased from 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 hereunder and (ii) the Seller consents an enforceable right (whether by license or sublicense or otherwise) to the assignment and delivery use all of the records (including any information contained therein relating computer software used to account for the Seller or its operations) Receivables and/or to any assignees or transferees of the Purchaser provided they agree to hold recreate such records confidentialRecords.

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 's right and title to and interest in the records relating to such Receivables and shall include an irrevocable non-non- exclusive license to the use of the such 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 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 's computer software system to access and create such records. In recognition of the each Seller’s 's need to have access to the records transferred to the Purchaser hereunder, the Purchaser hereby grants to the each 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; Servicer, 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. (a) Each Purchase and contribution of Receivables hereunder shall include the transfer of, and each Originator does hereby transfer to the Purchaser of Purchaser, all of the Seller’s each Originator's right and title to and interest in the records relating to the Transferred Assets, and each Originator hereby agrees that such Receivables transfer shall be effected automatically with each such Purchase, without any further action on the part of the parties hereto or any further documentation. (b) In connection with such transfer, to the extent not prohibited under the relevant agreement between an Originator and shall include the relevant licensor, each Originator hereby grants to each of the Purchaser, the Program Agent (as the Purchaser's assignee) and the Servicer ORIGINATOR PURCHASE AGREEMENT an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software used by such Originator to account for the Transferred Assets, whether such software is coupled owned by any Originator or is owned by others and used by such Originator under license agreements with an interestrespect thereto; provided that should the consent of any licensor of such software to grant the license described herein be required, each Originator hereby agrees that upon request by the Purchaser (or the Program Agent as the Purchaser's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall be irrevocable until all of terminate on the Transferred Receivables are either collected date this Agreement terminates in full or become Defaulted Receivables. The Seller accordance with its terms. (c) Each Originator shall take such action requested by the Purchaser, from time to time hereafter, that may be deemed by the Purchaser as reasonably necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records relating to the Transferred Receivables and Assets and, subject to the limitation in clause (b) above, rights (whether by ownership, license or sublicense) to the use of the Seller’s such Originator's computer software system to access and create such records. In recognition of the Seller’s need to have access , subject 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 rights of 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 licensors 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 confidentialapplicable law.

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 (a) In connection with the Purchases of Receivables hereunder shall include hereunder, the transfer Seller hereby sells, transfers, assigns and otherwise conveys to the Purchaser of all of the Seller’s right and title to and interest in the records Records relating to all Receivables included in any Purchase hereunder, without the need for any further documentation in connection with any such Receivables Purchase. In connection with such transfer, the Seller hereby grants to each of the Purchaser and shall include the Collection Agent (including, without limitation, any successor Collection Agent appointed in accordance with the TAA) an irrevocable irrevocable, non-exclusive license to the use of the Seller’s computer software system to access and create such records (butuse, 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, all software now or hereafter used by the Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is coupled owned by the Seller or is owned by others and used by the Seller under license agreements with an interestrespect thereto (the “Software”). As of the date hereof, with respect to all Software now existing, either (i) no consent by any licensor of the Seller to such grant is required, (ii) if any such consent is required, such consent has been obtained, or (iii) the data administered and managed with the use of such Software is in a form such that other types of software that are generally available may be used to administer and manage such data in the same fashion as then being administered and managed with the applicable Software. If after the date hereof the consent by any licensor of the Seller to such ​ ​ ​ grant shall be required, the Seller shall promptly obtain such consent. The license granted hereby shall be irrevocable, and shall be irrevocable not expire until all of the Transferred Receivables are either collected date on which this Agreement shall terminate in full or become Defaulted Receivablesaccordance with its terms. ​ (b) The Seller shall take such action requested by the PurchaserPurchaser and/or the Agent, from time to time hereafter, that may be reasonably necessary or appropriate to ensure that the Purchaser (and its assignees) has (i) an enforceable ownership interest in the records 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 purchased from 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 hereunder and (ii) the Seller consents an enforceable right (whether by license or sublicense or otherwise) to the assignment and delivery use all of the records (including any information contained therein relating computer software used to account for the Seller or its operations) Receivables and/or to any assignees or transferees of the Purchaser provided they agree to hold recreate such records confidential.Records. ​

Transfer of Records to Purchaser. (a) 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 in connection therewith, the 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 records (i) shall not include Contracts or any part or abstract thereof or any confidential information of the Seller or its Affiliates, but (ii) 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 Collection Agent 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. . (b) The Seller shall take such action requested by the Purchaser, from time to time hereafter, that may be is necessary or appropriate to ensure that the Purchaser has an enforceable ownership interest in the records described in Section 6.02(a) with the limitations provided therein relating to the Transferred Receivables and rights Receivables. (whether by ownership, license or sublicensec) 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 the 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 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 described in Section 6.02(a) with the Seller or its operations) limitations provided therein, to any assignees or transferees of the Purchaser provided they agree to hold such records confidential.