Assignment of the Receivables Purchase Agreement Sample Clauses

Assignment of the Receivables Purchase Agreement. The Seller ------------------------------------------------ hereby assigns to the Purchaser, to the extent of its Ownership Interest, until the Ownership Interest is reduced to zero as described in Section 3.1(c) and no further Purchases are to be made, all rights of the Seller against the Originator under the Receivables Purchase Agreement and agrees that the Purchaser shall be a third party beneficiary of the Seller's rights under the Receivables Purchase Agreement and shall be entitled to enforce such rights against the Originator as if the Purchaser had been party to the Receivables Purchase Agreement.
Sample 1
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Assignment of the Receivables Purchase Agreement. The Transferor hereby grants and assigns to the Agent, for the benefit of the Company and the Bank Investors, all of the Transferor's right and title to and interest in the Receivables Purchase Agreements with respect to the Transferred Interests. The Transferor confirms and agrees that the Agent on behalf of the Company and the Bank Investors shall have, following a Termination Event, the sole right to enforce the Transferor's rights and remedies under the Receivables Purchase Agreements with respect to the Transferred Interests for the benefit of the Company and the Bank Investors, but without any obligation on the part of the Agent, the Company, any of the Bank Investors or any of their respective Affiliates, to perform any of the obligations of the Transferor under the Receivables Purchase Agreements. The Transferor further confirms and agrees that such assignment to the Agent on behalf of the Company and the Bank Investors shall terminate upon the final payment in full by the Transferor to the Agent, on behalf of the Company and the Bank Investors, of all Aggregate Unpaids; PROVIDED, HOWEVER, that the rights of the Agent, the Company and the Bank Investors 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 any Seller pursuant to the Receivables Purchase Agreements, which rights and remedies survive the termination of the Receivables Purchase Agreements, shall be continuing and shall survive any termination of such assignment.
Sample 1

Related to Assignment of the Receivables Purchase Agreement

  • Receivables Purchase Agreement The Transferor, in its capacity as purchaser of Receivables from the RPA Seller under the Receivables Purchase Agreement, shall enforce the covenants and agreements of the RPA Seller as set forth in the Receivables Purchase Agreement, including its agreement to designate Additional Accounts as and when required in order for the Transferor to fulfill its undertakings in Section 2.06. The Transferor shall not amend, waive or otherwise modify the Receivables Purchase Agreement except in accordance with its terms.

  • Asset Purchase Agreement The transactions contemplated by the Asset Purchase Agreement shall have been consummated.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • The Purchase Agreement This Agreement has been duly authorized, executed and delivered by the Company and the Guarantors.

  • Receivables Purchase Price On the Closing Date, the Purchaser shall deliver to the Seller the Receivables Purchase Price, as provided in Section 2.1(b).

  • of the Purchase Agreement Section 2.5 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

  • Assignment of Interest in the Mortgage Loan Purchase Agreement (a) The Depositor hereby assigns to the Trustee, on behalf of the Certificateholders, all of its right, title and interest in the Mortgage Loan Purchase Agreement, including but not limited to the Depositor's rights and obligations pursuant to the Servicing Agreements (noting that the Seller has retained the right in the event of breach of the representations, warranties and covenants, if any, with respect to the related Mortgage Loans of the related Servicer under the related Servicing Agreement to enforce the provisions thereof and to seek all or any available remedies). The obligations of the Seller to substitute or repurchase, as applicable, a Mortgage Loan shall be the Trustee's and the Certificateholders' sole remedy for any breach thereof. At the request of the Trustee, the Depositor shall take such actions as may be necessary to enforce the above right, title and interest on behalf of the Trustee and the Certificateholders or shall execute such further documents as the Trustee may reasonably require in order to enable the Trustee to carry out such enforcement.

  • Securities Purchase Agreement This Agreement and the transactions contemplated hereby have been duly and validly authorized by the Company, this Agreement has been duly executed and delivered by the Company and this Agreement, when executed and delivered by the Company, will be, a valid and binding agreement of the Company enforceable in accordance with its terms, subject as to enforceability to general principles of equity and to bankruptcy, insolvency, moratorium, and other similar laws affecting the enforcement of creditors’ rights generally.

  • Stock Purchase Agreement Each Purchaser understands and agrees that the conversion of the Notes into equity securities of the Company will require such Purchaser’s execution of certain agreements relating to the purchase and sale of such securities as well as any rights relating to such equity securities.

  • Sale Agreement The Sale Agreement is the only agreement pursuant to which the Seller purchases Collateral.

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