Common use of Sales and Contributions Clause in Contracts

Sales and Contributions. (a) By execution of this Agreement, Seller does hereby transfer, assign, set over and otherwise convey to Buyer, without recourse except as provided herein, all its right, title and interest in, to and under: (i) the Receivables existing at the opening of business on the Initial Cut-Off Date, and thereafter created from time to time in the Initial Accounts until the Agreement Termination Date, and the Receivables existing on the Addition Cut-Off Date as designated pursuant to the related Assignment, and thereafter created from time to time in each Additional Account until the Agreement Termination Date, together with the Related Security and Collections with respect thereto and related Recoveries, in each case together with all monies due or to become due and all amounts received or receivable with respect thereto and Insurance Proceeds relating thereto, (ii) without limiting the generality of the foregoing or the following, all of Seller’s rights to receive payments from any Program Partner on account of in-store payments and any other amounts received by such Program Partner in payment of Receivables, (iii) the Interchange Amounts for all credit card programs relating to the Accounts on each Date of Processing and (iv) all proceeds of all of the foregoing (collectively, the “Transferred Assets”). The foregoing does not constitute and is not intended to result in the creation or assumption by Buyer of any obligation of Originator, Seller or any other Person in connection with the Accounts or the Transferred Receivables or under any agreement or instrument relating thereto, including any obligation to Obligors, merchant banks, Program Partners, clearance systems or insurers. The foregoing conveyances shall be effective (x) on the Initial Transfer Date, with respect to all Transferred Assets arising in the Initial Accounts and existing on the Initial Cut-Off Date or arising in the Initial Accounts on or prior to the Initial Transfer Date, (y) on the applicable Addition Date, with respect to Transferred Assets arising in Additional Accounts and existing on the applicable Addition Cut-Off Date or arising in the Additional Accounts on or prior to the applicable Addition Date or (z) with respect to any other Transferred Assets, instantaneously upon the creation of each Transferred Asset.

Sales and Contributions. (a) By execution of this Agreement, Seller Transferor does hereby transfer, assign, set over and otherwise convey to Buyer, without recourse except as provided herein, all its right, title and interest in, to and under: (ii)(A) the Receivables existing at acquired by Transferor pursuant to the opening of business on the Initial Cut-Off Date, and thereafter created Receivables Sale Agreement from time to time in the Initial Accounts until the Agreement Termination Date, and the Receivables existing on the Addition Cut-Off Date as designated pursuant to the related Assignment, and thereafter created from time to time in each Additional Account until the Agreement Termination Date, together with the Related Security and Collections with respect thereto and related Recoveries, in each case together with all monies due or to become due and all amounts received or receivable with respect thereto and Insurance Proceeds relating thereto, (iiB) without limiting the generality of the foregoing or the following, all of SellerTransferor’s rights pursuant to the Receivables Sale Agreement to receive payments from any Program Partner on account of in-store payments and any other amounts received by such Program Partner in payment of ReceivablesReceivables and (C) all of Transferor’s other rights under the Receivables Sale Agreement, (iii) including the right to receive the Interchange Amounts for all credit card programs relating to (as defined in the Accounts on each Date of Processing Receivables Sale Agreement) from the Seller and (ivii) all proceeds of all of the foregoing (collectively, the “Transferred Assets”). The foregoing does not constitute and is not intended to result in the creation or assumption by Buyer of any obligation of Originator, Seller Transferor or any other Person in connection with the Accounts or the Transferred Receivables or under any agreement or instrument relating thereto, including any obligation to Obligors, merchant banks, Program Partners, clearance systems or insurers. The foregoing conveyances shall be effective (x) on the Initial Transfer Date, with respect to all Transferred Assets arising in the Initial Accounts and existing on the Initial Cut-Off Date or arising in the Initial Accounts on or prior to the Initial Transfer Date, (y) on the applicable Addition Date, with respect to Transferred Assets arising in Additional Accounts and existing on the applicable Addition Cut-Off Date or arising in the Additional Accounts on or prior to the applicable Addition Date or (z) with respect to any other Transferred Assets, instantaneously upon the creation of each Transferred Asset.

Sales and Contributions. (a) By execution of this Agreement, Seller does hereby transfer, assign, set over and otherwise convey to Buyer, without recourse except as provided herein, all its right, title and interest in, to and under: , (i) the Receivables existing at the opening of business on the Initial Cut-Off Closing Date, and thereafter created from time to time in the Initial Accounts until the Agreement Termination DateDate (excluding, and the however, any Receivables existing on the Addition Cut-Off Closing Date as designated pursuant or thereafter arising in any Account relating to the related AssignmentXxxxxxxxxx Xxxx or Seller’s currently existing program for Home Depot U.S.A., and thereafter created from time to time in each Additional Account until the Agreement Termination DateInc.), together with the Related Security and Collections with respect thereto and related Recoveriesthereto, in each case together with all monies due or to become due and all amounts received or receivable with respect thereto and Insurance Proceeds relating thereto, (ii) without limiting the generality of the foregoing or the following, all of Seller’s rights pursuant to the Bank Receivables Sale Agreement to receive payments from any Program Partner Retailer on account of in-store payments and any other amounts received by such Program Partner Retailer in payment of Receivables, (iii) all of Seller’s other rights under the Interchange Amounts for all credit card programs relating to the Accounts on each Date of Processing Bank Receivables Sale Agreement and (iv) all proceeds of all of the foregoing (collectively, the “Transferred Assets”). The foregoing does not constitute and is not intended to result in the creation or assumption by Buyer of any obligation of Originator, Seller or any other Person in connection with the Accounts or the Transferred Receivables or under any agreement or instrument relating thereto, including any obligation to Obligors, merchant banks, Program PartnersRetailers, clearance systems or insurers. The foregoing conveyances conveyance shall be effective (x) on the Initial Transfer Closing Date, with respect as to all Transferred Assets then existing, (y) thereafter until the Daily Sale Commencement Date, on each Purchase Date, as to all Transferred Assets arising in since the Initial Accounts prior Purchase Date and existing on the Initial Cut-Off Date or arising in the Initial Accounts on or prior to the Initial Transfer Date, (y) on the applicable Addition Date, with respect to Transferred Assets arising in Additional Accounts and existing on the applicable Addition Cut-Off Date or arising in the Additional Accounts on or prior to the applicable Addition Date or (z) with respect to any other Transferred Assetsfrom and after the Daily Sale Commencement Date, instantaneously upon the creation of each Transferred Asset.