Examples of European Purchaser in a sentence
Each Performance Guarantor hereby covenants and agrees that, prior to the date that is one year and one day after the Final Payout Date, it will not institute against, or join any other Person in instituting against, the Transferor, the Borrower or the European Purchaser any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceeding under the Laws of any jurisdiction (whether foreign or domestic).
On or prior to the date hereof, the Collection Agent shall establish, in the name of the Transferor or the European Purchaser (as applicable), with an Eligible Account Bank, a segregated account for each Approved Currency (each a "Concentration Account"), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the Secured Parties.
In addition, the Transferor may from time to time make loans to the European Purchaser under the European Loan Agreement, the proceeds of which will be used to purchase Receivables from the European Originators pursuant to European Originator Purchase Agreements.
Each of the Borrower, the European Purchaser, the Collection Agent and the Administrative Agent hereby agree that in the event any payment is made into a Collection Account, Concentration Account or Collateral Account with respect to a Receivable that is not a Pool Receivable, such Person shall promptly after becoming aware thereof pay over such payment to the Originator that owns the relevant Receivable.
The Borrower, the European Purchaser and the Administrative Agent hereby appoint the Collection Agent, from time to time designated pursuant to Section 2.1, as their agent to enforce their respective rights and interests in the Pool Receivables, the Related Security and the related Contracts.
Each of Parent and Merger Sub has the requisite power and authority to execute and deliver this Agreement, to perform its covenants and obligations hereunder and to consummate the Merger.
No Performance Guarantor may assign or transfer any of its obligations hereunder without the prior written consent of the Transferor, the European Purchaser (if then a party hereto), the Borrower, the Administrative Agent and the Required Committed Lenders.
Each Sub-Collection Agent shall be paid such fees as the Collection Agent and such Sub-Collection Agent shall agree from time to time; provided that such fees shall be the sole responsibility of the Collection Agent and none of the Borrower, the European Purchaser or any of the Secured Parties shall have any liability therefor.
The Collection Agent shall cause all Collection Accounts and all Concentration Accounts to be subject at all times to a Control Agreement duly executed by the Collection Agent, the Transferor or the European Purchaser (as applicable), the Administrative Agent and the applicable bank.
The Transferor will not make any change in its instructions to Obligors or the European Purchaser regarding payments to be made in respect of the Transferred Assets.