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 such software be required for the grant of the license described herein, to be effective, Originator hereby agrees that upon the request of Buyer (or 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 until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 5 contracts

Samples: Receivables Sale Agreement (Avnet Inc), Receivables Sale Agreement (Puget Sound Energy Inc), Receivables Sale Agreement (Interface Inc)

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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, to herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 5 contracts

Samples: Receivables Sale Agreement (Johnson Polymer Inc), Receivables Sale Agreement (Johnson Polymer Inc), Receivables Sale Agreement (Johnson Polymer Inc)

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, to herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 3 contracts

Samples: Receivables Sale Agreement (Pennsylvania Electric Co), Receivables Sale Agreement (Pennsylvania Power Co), Receivables Sale Agreement (Pennsylvania Electric Co)

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 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 such software be required for the grant of the license described herein, herein to be effective, Originator hereby agrees that upon the request of Buyer (or the Administrative 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Sale Agreement (CMS Energy Corp), Receivables Sale Agreement (CMS Energy Corp)

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 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 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 such software be required for the Seller to such grant of the license described hereinherein be required, to be effective, Originator such Seller hereby agrees that upon the request of Buyer (or 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Purchase Agreement (Sungard Data Systems Inc), Receivables Purchase Agreement (Sungard Data Systems Inc)

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 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 such software be required for the grant of the license described herein, herein to be effective, Originator hereby agrees that upon the request of Buyer (or the Administrative 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 until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.party

Appears in 2 contracts

Samples: Securitization Property Servicing Agreement (Consumers Energy Co), Securitization Property Servicing Agreement (Consumers Energy Co)

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 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 such software be required for the grant of the license described herein, herein to be effective, Originator hereby agrees that upon the request of Buyer (or 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 until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Adc Telecommunications Inc), Receivables Sale Agreement (Adc Telecommunications Inc)

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 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 such software be required for the grant of the license described herein, to be effective, Originator hereby agrees that upon the request of Buyer (or 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 until the indefeasible payment in full of the Aggregate UnpaidsBorrower Obligations, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Puget Energy Inc /Wa), Receivables Sale Agreement (Puget Sound Energy Inc)

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 such software be required for the grant of the license described herein, to be effective, Originator hereby agrees that upon the request of Buyer (or 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 until the indefeasible payment in full of the Aggregate Unpaids, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Avnet Inc), Receivables Sale Agreement (Avnet Inc)

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 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 herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 2 contracts

Samples: Receivables Sale Agreement (Timken Co), Receivables Sale Agreement (Timken Co)

Transfer of Records. (a) In connection with the Purchase Purchases of Transferred Receivables hereunder, Originator Transferor hereby sells, transfers, assigns and otherwise conveys to Buyer all of Originator's Transferor’s right and title to and interest in the Records relating to all Transferred Receivables sold hereunder, without the need for any further documentation in connection with the PurchasePurchases. In connection with such transfer, Originator Transferor 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 Transferor to account for the Transferred Receivables, to the extent necessary to administer the Transferred 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 Transferor to such software be required for the grant of the license described hereinherein be required, to be effective, Originator Transferor hereby agrees that upon the request of Buyer (or the Agent as Buyer's ’s assignee), Originator Transferor will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Purchase and Sale Agreement (Gehl Co)

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 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 herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Anixter International Inc)

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 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 herein be effectiverequired, Originator hereby agrees that upon the request of Buyer (or the Agent or any Managing Agent as Buyer's assigneeassignees), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Anixter International Inc)

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 Deal 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 herein be effectiverequired, Originator hereby agrees that upon the request of Buyer (the Servicer or Buyer's assignee)the Deal Agent, Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (PNM Resources Inc)

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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 such 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 such software be required for the to such grant of the license described hereinherein be required, to be effective, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Lennox International Inc)

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 Originator's Seller’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-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 Seller to such software be required for the grant of the license described hereinherein be required, to be effective, Originator Seller hereby agrees that upon the request of Buyer (or the Agent as Buyer's ’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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Tenneco Inc)

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 Originator's 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 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 Seller to such software be required for the grant of the license described hereinherein be required, to be effective, Originator Seller hereby agrees that upon the request of Buyer (or the Agent or any Managing Agent as Buyer's assignee’s assignees), Originator Seller will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Anixter International Inc)

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, JWPR Corporation and 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 herein be effectiverequired, Originator hereby agrees that upon the request of Buyer or the Agent (or Buyer's as the ultimate assignee), Originator will use its reasonable efforts to obtain the consent of such third-party licensor. The license granted hereby shall be irrevocable until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Johnsondiversey Holdings Inc)

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

Appears in 1 contract

Samples: Receivables Sale Agreement (Anixter International Inc)

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, to herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (School Specialty Inc)

Transfer of Records. (a) In connection with the Purchase Purchases 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 any Purchase. In connection with such transfer, each 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 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 software be required for the Originator to such grant of the license described hereinherein be required, to be effective, such Originator hereby agrees that upon the request of the Buyer (or the Administrative 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Yellow Roadway Corp)

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 Originator's Seller’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 Seller to such software be required for the grant of the license described hereinherein be required, to be effective, Originator Seller hereby agrees that upon the request of Buyer (or the Agent as Buyer's ’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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Purchase Agreement (Tenneco Inc)

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 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 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 herein be effectiverequired, 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 until the indefeasible payment in full of the Aggregate Unpaidsirrevocable, and shall terminate on the date this Agreement terminates in accordance with its terms.

Appears in 1 contract

Samples: Receivables Sale Agreement (Timken Co)

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