Participations by Committed Purchasers Sample Clauses
Participations by Committed Purchasers. Each Committed Purchaser may sell participations to one or more banks or other entities (each a “Committed Purchaser Participant”) in or to all or a portion of its rights and obligations under this Agreement (including, without limitation, all or a portion of its Commitment and the interests in the Receivable Interests owned by it); provided, however, that
(i) such Committed Purchaser’s obligations under this Agreement (including, without limitation, its Commitment to the Seller hereunder) shall remain unchanged,
(ii) such Committed Purchaser shall remain solely responsible to the other parties to this Agreement for the performance of such obligations,
(iii) concurrently with the sale of such participation, the selling Committed Purchaser shall sell to such bank or other entity a participation in an equal percentage of its rights and obligations under the Asset Purchase Agreement to which such Committed Purchaser is a party, and
(iv) the Administrative Agent, the Managing Agents, the Conduit Purchasers, the other Committed Purchasers, the Seller and the Servicer shall have the right to continue to deal solely and directly with such Committed Purchaser in connection with such Committed Purchaser’s rights and obligations under this Agreement. Any agreement or instrument pursuant to which a Committed Purchaser sells such a participation shall provide that the Participant shall not have any right to direct the enforcement of this Agreement or other Transaction Documents or to approve any amendment, modification or waiver of any provision of this Agreement or the other Transaction Documents; provided, however, that such agreement or instrument may provide that such Committed Purchaser will not, without the consent of the Participant, agree to any amendment, modification or waiver of a type that would require the consent of each Purchaser affected thereby pursuant to Section 11.01. Seller acknowledges and agrees that a Committed Purchaser’s source of funds may derive in part from its Participants. Accordingly, references in Sections 2.10, 2.13, 2.14, 6.06, 10.01 and 11.04 and the other terms and provisions of this Agreement and the other Program Documents to determinations, reserve and capital adequacy requirements, expenses, increased costs, reduced receipts, Indemnified Amounts and the like as they pertain to such Committed Purchaser shall be deemed also to include those of its Participants.
