Common use of Assignment of the Purchase Agreement Clause in Contracts

Assignment of the Purchase Agreement. The Seller hereby represents, warrants and confirms to the Deal Agent that the Seller has assigned to the Deal Agent, for the ratable benefit of the Purchasers hereunder, all of the Seller's right and title to and interest in the Purchase Agreement. The Seller confirms that following a Payout Event the Deal Agent shall have the sole right to enforce the Seller's rights and remedies under the Purchase Agreement for the benefit of the Purchasers, but without any obligation on the part of the Deal Agent, the Purchasers or any of their respective Affiliates, to perform any of the obligations of the Seller under the Purchase Agreement. The Seller further confirms and agrees that such assignment to the Deal Agent shall terminate upon the Collection Date; provided, however, that the rights of the Deal Agent and the Purchasers pursuant to such assignment with respect to rights and remedies in connection with any indemnities and any breach of any representation, warranty or covenants made by the Originator pursuant to the Purchase Agreement, which rights and remedies survive the Termination of the Purchase Agreement, shall be continuing and shall survive any termination of such assignment.

Assignment of the Purchase Agreement. The Seller hereby represents, warrants and confirms to the Deal Agent that the Seller has assigned to the Deal Agent, for the ratable benefit of the Purchasers Secured Parties hereunder, all of the Seller's right and title to and interest in the Purchase Agreement. The Seller confirms that following a Payout Restricting Event the Deal Agent shall have the sole right to enforce the Seller's rights and remedies under the Purchase Agreement for the benefit of the PurchasersSecured Parties, but without any obligation on the part of the Deal Agent, the Purchasers or any of their respective Affiliates, to perform any of the obligations of the Seller under the Purchase Agreement. The Seller further confirms and agrees that such assignment to the Deal Agent shall terminate upon the Collection Date; provided, however, that the rights of the Deal Agent and the Purchasers Secured Parties pursuant to such assignment with respect to rights and remedies in connection with any indemnities and any breach of any representation, warranty or covenants made by the Originator pursuant to the Purchase Agreement, which rights and remedies survive the Termination termination of the Purchase Agreement, shall be continuing and shall survive any termination of such assignment.

Assignment of the Purchase Agreement. The Seller hereby represents, warrants and confirms to the Deal Agent Administrator that the Seller has assigned to the Deal AgentAdministrator, for the ratable benefit of the Purchasers MSFC hereunder, all of the Seller's right and title to and interest in the Purchase Agreement. The Seller confirms that following a Payout Termination Event the Deal Agent Administrator shall have the sole right to enforce the Seller's rights and remedies under the Purchase Agreement for the benefit of the PurchasersAgreement, but without any obligation on the part of the Deal AgentAdministrator, the Purchasers MSFC or any of their respective Affiliates, to perform any of the obligations of the Seller under the Purchase Agreement. The Seller further confirms and agrees that such assignment to the Deal Agent Administrator shall terminate upon the Collection Date; provided, however, that the rights of the Deal Agent and the Purchasers Administrator pursuant to such assignment with respect to rights and remedies in connection with any indemnities and any breach of any representation, warranty or covenants made by the Originator pursuant to the Purchase Agreement, which rights and remedies survive the Termination termination of the Purchase Agreement, shall be continuing and shall survive any termination of such assignment.

Assignment of the Purchase Agreement. The Seller hereby represents, warrants and confirms to the Deal Agent that the Seller has assigned to the Deal Agent, for the ratable benefit of the Purchasers Secured Parties hereunder, all of the Seller's right and title to and interest in the Purchase Agreement. The Seller confirms that following a Payout Event the Deal Agent shall have the sole right to enforce the Seller's rights and remedies under the Purchase Agreement for the benefit of the PurchasersSecured Parties, but without any obligation on the part of the Deal Agent, the Purchasers or any of their respective Affiliates, to perform any of the obligations of the Seller under the Purchase Agreement. The Seller further confirms and agrees that such assignment to the Deal Agent shall terminate upon the Collection Date; provided, however, that the rights of the Deal Agent and the Purchasers Secured Parties pursuant to such assignment with respect to rights and remedies in connection with any indemnities and any breach of any representation, warranty or covenants made by the Originator pursuant to the Purchase Agreement, which rights and remedies survive the Termination termination of the Purchase Agreement, shall be continuing and shall survive any termination of such assignment.

Assignment of the Purchase Agreement. The Seller hereby represents, warrants and confirms to the Deal Agent that the Seller has assigned to the Deal Agent, for the ratable benefit of the Purchasers hereunder, all of the Seller's right and title to and interest in the Purchase Agreement. The Seller confirms that following a Payout Event the Deal Agent shall have the sole right to enforce the Seller's rights and remedies under the Purchase Agreement for the benefit of the Purchasers, but without any obligation on the part of the Deal Agent, the Purchasers or any of their respective Affiliates, to perform any of the obligations of the Seller under the Purchase Agreement. The Seller further confirms and agrees that such assignment to the Deal Agent shall terminate upon the Collection Date; provided, however, -------- ------- that the rights of the Deal Agent and the Purchasers pursuant to such assignment with respect to rights and remedies in connection with any indemnities and any breach of any representation, warranty or covenants made by the Originator pursuant to the Purchase Agreement, which rights and remedies survive the Termination of the Purchase Agreement, shall be continuing and shall survive any termination of such assignment.