Common use of True Sales Clause in Contracts

True Sales. (a) Each of COMPUCOM and the Buyer intend the transactions hereunder to constitute true sales (or in the case of Contributed Receivables, absolute conveyances in the form of capital contributions) of Receivables and the Related Rights by COMPUCOM to the Buyer providing the Buyer with the full benefits of ownership thereof, and no party hereto intends the transactions contemplated hereunder to be, or for any purpose to be characterized as, a loan from the Buyer to COMPUCOM. (b) In the event (but only to the extent) that the conveyance of Receivables and Related Rights hereunder is characterized by a court or other governmental authority as a loan rather than a sale or contribution, COMPUCOM shall be deemed hereunder to have granted to the Buyer, and COMPUCOM hereby grants to the Buyer, a security interest in all of COMPUCOM's right, title and interest in, to and under all of the Receivables and Related Rights, whether now or hereafter owned, existing or arising. Such security interest shall secure all of COMPUCOM's obligations (monetary or otherwise) under this Agreement and the other Transaction Documents to which it is a party, whether now or hereafter existing or arising, due or to become due, direct or indirect, absolute or contingent. The Buyer shall have, with respect to the property described in this Section 1.4(b), and in addition to all the other rights and remedies -------------- available to the Buyer under this Agreement and applicable law, all the rights and remedies of a secured party under the UCC, and this Agreement shall constitute a security agreement under applicable law.

Appears in 2 contracts

Samples: Receivables Contribution and Sale Agreement (Safeguard Scientifics Inc Et Al), Receivables Contribution and Sale Agreement (Compucom Systems Inc)

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True Sales. (a) Each of COMPUCOM Originator and the Buyer Purchaser intend the transactions hereunder to constitute true sales (or in the case of Contributed Receivables, absolute conveyances in the form of capital contributions) of Receivables and the Related Rights Assets by COMPUCOM each Originator to the Buyer Purchaser providing the Buyer Purchaser with the full benefits of ownership thereof, and no party hereto intends the transactions contemplated hereunder to be, or for any purpose to be characterized as, a loan from the Buyer Purchaser to COMPUCOMany Originator. (b) In the event (but only to the extent) that the conveyance of Receivables and Related Rights Assets hereunder is characterized by a court or other governmental authority Governmental Authority as a loan rather than a sale or contributionsale, COMPUCOM each Originator shall be deemed hereunder to have granted to the BuyerPurchaser, and COMPUCOM each Originator hereby grants to the BuyerPurchaser, a security interest in all of COMPUCOMsuch Originator's right, title and interest in, to and under all of the Receivables and Related Rightsfollowing, whether now or hereafter owned, existing or arising: (A) all Receivables of such Originator, (B) all Related Security with respect to each such Receivable, (C) all Collections with respect to each such Receivable, and (D) all proceeds of, and all amounts received or receivable under any or all of, the foregoing. Such security interest shall secure all of COMPUCOMsuch Originator's obligations (monetary or otherwise) under this Agreement and the other Transaction Documents to which it is a party, whether now or hereafter existing or arising, due or to become due, direct or indirect, absolute or contingent. The Buyer Purchaser shall have, with respect to the property described in this Section 1.4(b1.9(b), and in addition to all the other -------------- rights and remedies -------------- available to the Buyer Purchaser under this Agreement and applicable law, all the rights and remedies of a secured party under the any applicable UCC, and this Agreement shall constitute a security agreement under applicable law.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Mail Well Inc)

True Sales. (a) Each of COMPUCOM the Originators and the Buyer Company intend the transactions hereunder to constitute true sales (or or, in the case of Contributed Receivables, absolute conveyances in the form of capital contributions) of Receivables and the Related Rights by COMPUCOM each of the Originators to the Buyer Company, providing the Buyer Company with the full benefits of ownership thereof, and no party hereto intends the transactions contemplated hereunder to be, or for any purpose to be characterized as, a loan from the Buyer Company to COMPUCOMany Originator. (b) In the event (but only to the extent) that the conveyance of Receivables and Related Rights hereunder is characterized by a court or other governmental authority as a loan rather than a sale or contributionsale, COMPUCOM each Originator shall be deemed hereunder to have granted to the BuyerCompany, and COMPUCOM each Originator hereby severally grants to the BuyerCompany, a security interest in all of COMPUCOMsuch Originator's right, title and interest in, to and under all of the Receivables and Related Rightsfollowing, whether now or hereafter owned, existing or arising: (A) all Transferred Receivables of such Originator, and (B) all Related Rights of such Originator with respect thereto. Such security interest shall secure all of COMPUCOMsuch Originator's obligations (monetary or otherwise) under this Agreement and the other Transaction Documents to which it is a party, whether now or hereafter existing or arising, due or to become due, direct or indirect, absolute or contingent. The Buyer Company shall have, with respect to the property described in this Section 1.4(b)1.6, and in addition to all the other rights and remedies -------------- available to the Buyer Company under this Agreement and applicable law, all the rights and remedies of a secured party under the any applicable UCC, and this Agreement shall constitute a security agreement under applicable law.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Terra Industries Inc)

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True Sales. (a) Each of COMPUCOM and the Buyer intend the transactions hereunder to constitute true sales (or in the case of Contributed Receivables, absolute conveyances in the form of capital contributions) of Receivables and the Related Rights by COMPUCOM to the Buyer providing the Buyer with the full benefits of ownership thereof, and no party hereto intends the transactions contemplated hereunder to be, or for any purpose to be characterized as, a loan from the Buyer to COMPUCOM. (b) In the event (but only to the extent) that the conveyance of Receivables and Related Rights hereunder is characterized by a court or other governmental authority as a loan rather than a sale or contribution, COMPUCOM shall be deemed hereunder to have granted to the Buyer, and COMPUCOM hereby grants to the Buyer, a security interest in all of COMPUCOM's right, title and interest in, to and under all of the Receivables and Related Rights, whether now or hereafter owned, existing or arising. Such security interest shall secure all of COMPUCOM's obligations (monetary or otherwise) under this Agreement and the other Transaction Documents to which it is a party, whether now or hereafter existing or arising, due or to become due, direct or indirect, absolute or contingent. The Buyer shall have, with respect to the property described in this Section 1.4(b), and in addition to all the other rights and remedies -------------- available ------------- to the Buyer under this Agreement and applicable law, all the rights and remedies of a secured party under the UCC, and this Agreement shall constitute a security agreement under applicable law.

Appears in 1 contract

Samples: Receivables Contribution and Sale Agreement (Compucom Systems Inc)

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