Examples of New Originators in a sentence
Seller will maintain exclusive ownership, dominion and control (subject to the terms of this Agreement) of each Lock-Box and Collection Account and shall not grant the right to take dominion and control of any Lock-Box or Collection Account at a future time or upon the occurrence of a future event to any Person, except to the Agent as contemplated by this Agreement (except for the Bank of America Accounts, until the New Originators Eligibility Date).
Effective immediately prior to the removal of the Released Originators as parties to the Agreement pursuant to Section 3 above, each of the Released Originators hereby delegates to the related New Originator, and the New Originators hereby assume, all of related Released Originators’ duties, obligations and liabilities (including the indemnity obligations under Section 6.1 of the Agreement) under the Agreement and each of the other Transaction Documents.
Each of the other parties hereto is willing to consent to the New Originator's addition as an Originator, on the terms and subject to the conditions set forth in the Agreement as modified hereby.
The parties hereto (other than the New Originators) have entered into a Purchase and Sale Agreement, dated as of December 18, 2018 (as amended, restated, supplemented or otherwise modified through the date hereof, the “Purchase and Sale Agreement”).
Each of the New Originators hereby absolutely and unconditionally agrees to become a party to the Purchase and Sale Agreement as an “Originator” thereunder and to be bound by all of the provisions thereof, including the provisions of Article IX thereof.
In order to induce the other parties hereto to consent to this Amendment each of the Existing Originators and the New Originators hereby confirm that, as of the date of this Amendment, no event has occurred and is continuing that will constitute a Termination Event or an Unmatured Termination Event.
Upon the effectiveness of this Amendment, each of the New Originators hereby authorize the Agent to file (at the expense of the Seller) UCC-1 financing statements in substantially the form of Exhibit A hereto.
Notwithstanding anything contained in this Amendment (including, without limitation on Exhibit A) to the contrary, the delivery of Control Agreements by the New Originators shall not be a condition precedent to the Amendment Effective Date.
Such Seller Party will (1) direct all Obligors to remit Collections directly to a Lock-Box or a Collection Account, (2) cause all proceeds from all Lock-Boxes to be directly deposited by a Collection Bank into a Collection Account and (3) cause each Lock-Box and Collection Account to be subject at all times to a Collection Account Agreement that is in full force and effect (except for the Bank of America Accounts, until the New Originators Eligibility Date).
Upon the effectiveness of this Amendment, each of the New Originators and the Buyer hereby authorizes the Administrative Agent to file (at the expense of the Buyer) one or more UCC-1 financing statements in the form of Exhibit A hereto.