Common use of Transfer of Records Clause in Contracts

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent Buyer (and authorizes the Buyer to grant to the Agent) and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such consent shall be a condition to the grant of the foregoing license with respect to the applicable software and Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator each Seller hereby sells, transfers, assigns and otherwise conveys to Buyer SunGard Financing all of Originatorsuch Seller’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator each Seller hereby grants to each of Buyer, the Agent and the Servicer SunGard Financing an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator such Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator such Seller or is owned by others and used by Originator such Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator such Seller to such grant of the license described herein be required, Originator such Seller hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee)SunGard Financing, Originator such Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase purchases of Receivables hereunder, Originator each Seller hereby sells, transfers, assigns and otherwise conveys to the Buyer all of Originator’s such Seller's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchaseany purchase. In connection with such transfer, Originator each Seller hereby grants to each of the Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator such Seller to account for the its Receivables, to the extent necessary to administer such Receivables following replacement of Quest Diagnostics (or any of its Affiliates) as the ReceivablesServicer, whether such software is owned by Originator such Seller or is owned by others and used by Originator such Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator such Seller to such grant of the license described herein be required, Originator such Seller hereby agrees that upon the request of Buyer (the Buyer, the Servicer or the Agent as Buyer’s assignee)Administrative Agent, Originator such Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase any sale or contribution of Receivables hereunder, each Originator hereby contributes, sells, transfers, assigns and otherwise conveys to the Buyer all of Originator’s its right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchasesuch sale or contribution. In connection with such transfer, each Originator hereby grants to each of the Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by the applicable Originator or is owned by others and used by any Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, each Originator hereby agrees that upon the request of the Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided provided, that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the PurchasePurchases. In connection with such transfer, Originator hereby grants to each of Buyer, the Program Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Borrower Obligations, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with each Transfer of a Receivable by the Purchase of Receivables Originator hereunder, the Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of the Originator’s right and title to and interest in the Records (other than the Specified Contracts) relating to all Receivables sold hereundersuch Receivable and, to the extent provided by Section 9- 404, 9-405, 9-406 or 9-408 of the UCC, the Specified Contracts relating to such Receivable, in each case without the need for any further documentation in connection with the Purchasesuch Transfer. In connection with each such transferTransfer, the Originator hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by the Originator to account for the ReceivablesReceivables originated or serviced by the Originator, to the extent necessary to administer the such Receivables, whether such software is owned by the Originator or is owned by others and used by the Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, the Originator hereby agrees that upon the request of Buyer (or the Agent Administrative Agent, as Buyer’s collateral assignee), the Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator such software to such grant of the license described herein be required, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date that the Aggregate Unpaids have been repaid in full and this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to the Buyer all of such Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of the Buyer, the Collateral Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided PROVIDED that should the consent of any licensor of such Originator to such grant of the license described herein be required, such Originator hereby agrees that upon the request of the Buyer (or the Collateral Agent or any Managing Agent as the Buyer’s assignee's assignees), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Receivables hereunder, Originator OMNOVA hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s OMNOVA's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the any Purchase. In connection with such transfer, Originator OMNOVA hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator OMNOVA to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator OMNOVA or is owned by others and used by Originator OMNOVA under license agreements with respect thereto, provided PROVIDED that should the consent of any licensor of Originator OMNOVA to such grant of the license described herein be required, Originator OMNOVA hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator OMNOVA will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Receivables hereunder, the Originator hereby sells, transfers, assigns and otherwise conveys to the Buyer all of the Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the any Purchase. In connection with such transfer, the Originator hereby grants to each of Buyer, the Agent Buyer and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by the Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by the Originator or is owned by others and used by the Originator under license agreements with respect thereto, provided that PROVIDED THAT should the consent of any licensor of the Originator to such grant of the license described herein be required, the Originator hereby agrees that upon the request of the Buyer (or the Agent as the Buyer’s 's assignee), Originator ) it will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Obligations, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator such software to such grant of the license described herein be required, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date that the Aggregate Unpaids have been repaid in full and this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase purchases of Receivables hereunder, Originator each Seller hereby sells, transfers, assigns and otherwise conveys to the Buyer all of Originator’s such Seller's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchaseany purchase. In connection with such transfer, Originator each Seller hereby grants to each of the Buyer, the Collateral Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator such Seller to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by Originator such Seller or is owned by others and used by Originator such Seller under license agreements with respect thereto, provided PROVIDED that should the consent of any licensor of Originator such Seller to such grant of the license described herein be required, Originator such Seller hereby agrees that upon the request of Buyer (the Buyer, the Servicer or the Agent as Buyer’s assignee)Collateral Agent, Originator such Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the . There will be no need for any further documentation in connection with the any Purchase, other than documents specifically required by this Agreement. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase its sale of Receivables by an Originator hereunder, such Originator hereby sells, transfers, assigns and otherwise conveys to the Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold hereundersuch Receivables, without the need for any further documentation in connection with the Purchasepurchase. In connection with such transfer, such Originator hereby grants to each of the Buyer, the Agent Servicer and the Servicer Administrative Agent an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the its Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of the Buyer (or the Administrative Agent as Buyer’s its assignee), Originator such -Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Administrative Agent and the Master Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, each Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with each Transfer of a Receivable by the Purchase of Receivables Originator hereunder, the Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of the Originator’s right and title to and interest in the Records (other than the Specified Contracts) relating to all Receivables sold hereundersuch Receivable and, to the extent provided by Section 9-404, 9-405, 9-406 or 9-408 of the UCC, the Specified Contracts relating to such Receivable, in each case without the need for any further documentation in In connection with the Purchasesuch Transfer. In connection with each such transferTransfer, the Originator hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by the Originator to account for the ReceivablesReceivables originated or serviced by the Originator, to the extent necessary to administer the such Receivables, whether such software is owned by the Originator or is owned by others and used by the Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, the Originator hereby agrees that upon the request of Buyer (or the Agent Administrative Agent, as Buyer’s collateral assignee), the Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Receivables sold hereunderhereunder to the extent necessary to enforce the rights of the Buyer with respect to such Receivables, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements agreements, if any, with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or the Administrative Agent as Buyer’s assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, Originator ALG hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorALG’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the such Purchase. In connection with such transfer, Originator ALG hereby grants to each of Buyer, the Agent and the each Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator ALG to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator ALG or is owned by others and used by Originator ALG under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator ALG hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator ALG will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase any sale or contribution of Receivables hereunder, each Originator hereby contributes, sells, transfers, assigns and otherwise conveys to the Buyer all of Originator’s its right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchasesuch sale or contribution. In connection with such transfer, each Originator hereby grants to each of the Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by the applicable Originator or is owned by others and used by any Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, each Originator hereby agrees that upon the request of the Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, irrevocable until the indefeasible payment in full of the Aggregate Unpaids and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator Seller hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorSeller’s right and title to to, and interest in in, the Records relating to all Receivables sold hereundersuch Receivables, without the need for any further documentation in connection with the their conveyance or Purchase. In connection with such transfer, Originator Seller hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator Seller or is owned by others and used by Originator Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator Seller to such grant of the license described herein be required, Originator Seller hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license Each of the licenses granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables Contracts hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer Purchaser all of such Originator’s right and title to and interest in the Records relating to all Receivables Contracts sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of BuyerPurchaser, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivablesits Contracts, to the extent necessary to administer the Receivablessuch Contracts, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer Purchaser (or the Agent as BuyerPurchaser’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the purchased Contract, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, Originator Transferor hereby sells, transfers, assigns and otherwise conveys to Buyer Transferee all of OriginatorTransferor’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the such Purchase. In connection with such transfer, Originator Transferor hereby grants to each of BuyerTransferee, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator Transferor to account for the Receivables, to the extent necessary to E-162 administer the Receivables, whether such software is owned by Originator Transferor or is owned by others and used by Originator Transferor under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator Transferor hereby agrees that that, upon the request of Buyer Transferee (or the Agent Agent, as BuyerTransferee’s assignee), Originator Transferor will use its commercially reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, irrevocable until the indefeasible payment in full of the Aggregate Unpaids and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator IPFS hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorIPFS’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator IPFS hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator IPFS to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator IPFS or is owned by others and used by Originator IPFS under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator IPFS hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator IPFS will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Obligations, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator each Original Seller hereby sells, transfers, assigns and otherwise conveys to Buyer Originator all of Originator’s such Original Seller's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator each Original Seller hereby grants to each of BuyerOriginator, SPV, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator such Original Seller to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by Originator such Original Seller or is owned by others and used by Originator such Original Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator such Original Seller hereby agrees that upon the request of Buyer Originator (or the Agent as Buyer’s Originator's assignee), Originator such Original Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that -------- should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator Seller hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorSeller’s right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator Seller hereby grants to each of Buyer, the Agent and the Servicer Servicer, an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator Seller to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator Seller or is owned by others and used by Originator Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator Seller to such grant of the license described herein be required, Originator Seller hereby agrees that upon the request of Buyer (or the Agent or any Managing Agent as Buyer’s assigneeassignees), Originator Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s such Origina tor's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer of its Receivables an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator IPCO hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorIPCO’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator IPCO hereby grants to each of Buyer, the Administrative Agent and the each Person who succeeds IPCO as Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator IPCO to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator IPCO or is owned by others and used by Originator IPCO under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator IPCO hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator IPCO will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Obligations, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables a Receivable from an Originator hereunder, such Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, such Receivable without the need for any further documentation in connection with the such Purchase. In connection with such transfer, such Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the ReceivablesReceivables originated or serviced by such Originator, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, Originator ASP hereby sells, transfers, assigns and otherwise conveys to Buyer all of OriginatorASP’s right and title to and interest in the Records relating to all Receivables sold or contributed hereunder, without the need for any further documentation in connection with the such Purchase. In connection with such transfer, Originator ASP hereby grants to each of Buyer, the Agent and the each Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator ASP to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator ASP or is owned by others and used by Originator ASP under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator ASP hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), Originator ASP will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Collateral Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any -------- licensor of such Originator to such grant of the license described herein be required, such Originator hereby agrees that upon the request of Buyer (or the Collateral Agent or any Managing Agent, as Buyer’s assignee's assignees), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its termsterms and all amounts payable hereunder in respect of any Receivables or otherwise have been paid in full.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator each Original Seller hereby sells, transfers, assigns and otherwise conveys to Buyer Interface all of Originator’s such Original Seller's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator each Original Seller hereby grants to each of BuyerInterface, SPV, the Agent Administrator and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator such Original Seller to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by Originator such Original Seller or is owned by others and used by Originator such Original Seller under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator such Original Seller hereby agrees that upon the request of Buyer Interface (or the Agent as Buyer’s Interface's assignee), Originator such Original Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaid Balance, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables hereunder, each Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, each Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the its Receivables, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the each Purchase of Receivables a Receivable from an Originator hereunder, such Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of such Originator’s right and title to and interest in the Records relating to all Receivables sold hereunder, such Receivable without the need for any further documentation in connection with the such Purchase. In connection with such transfer, such Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by such Originator to account for the ReceivablesReceivables originated or serviced by such Originator, to the extent necessary to administer the such Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase of Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s 's right and title to and interest in the Records relating to all Receivables sold hereunder, without the need for any further documentation in connection with the Purchase. In connection with such transfer, Originator hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor licenser of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensorlicenser. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Receivables hereunder, Originator Seller hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s Seller's right and title to and interest in the Records relating to all Receivables sold hereunder, without the . There will be no need for any further documentation in connection with the any Purchase, other than documents specifically required by this Agreement. In connection with such transfer, Originator Seller hereby grants to each of Buyer, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by the applicable Originator to account for the Receivables, to the extent necessary to administer the Receivables, whether such software is owned by such Originator or is owned by others and used by such Originator under license agreements with respect thereto, provided that should the consent of any licensor of such Originator to such grant of the license described herein be required, such Originator hereby agrees that upon the request of Buyer (or the Agent as Buyer’s 's assignee), such Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with each Transfer of a Receivable by the Purchase of Receivables Originator hereunder, the Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of the Originator’s right and title to and interest in the Records (other than the Specified Contracts) relating to all Receivables sold hereundersuch Receivable and, to the extent provided by Section 9-404, 9-405, 9-406 or 9-408 of the UCC, the Specified Contracts relating to such Receivable, in each case without the need for any further documentation in connection with the Purchasesuch Transfer. In connection with each such transferTransfer, the Originator hereby grants to each of Buyer, the Administrative Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by the Originator to account for the ReceivablesReceivables originated or serviced by the Originator, to the extent necessary to administer the such Receivables, whether such software is owned by the Originator or is owned by others and used by the Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such software be required for the grant of the license described herein herein, to be requiredeffective, the Originator hereby agrees that upon the request of Buyer (or the Agent Administrative Agent, as Buyer’s collateral assignee), the Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocableirrevocable until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Transfer of Records. (a) In connection with the Purchase Purchases of Qualified Receivables hereunder, Originator hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator’s right and title to and interest in the Records relating to all Qualified Receivables sold hereunder, without the need for any further documentation in connection with the PurchasePurchases. In connection with such transfer, Originator hereby grants to each of Buyer, the GFII, the Agent and the Servicer an irrevocable, non-exclusive license to use, without royalty or payment of any kind, all software used by Originator to account for the Qualified Receivables, to the extent necessary to administer the Qualified Receivables, whether such software is owned by Originator or is owned by others and used by Originator under license agreements with respect thereto, provided that should the consent of any licensor of Originator to such grant of the license described herein be required, Originator hereby agrees that upon the request of Buyer (or GFII as Buyer’s assignee or the Agent as BuyerGFII’s assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.