Affirmative Covenants of the Seller Parties. Until the date on which the Aggregate Unpaids have been indefeasibly paid in full and this Agreement terminates in accordance with its terms, each Seller Party hereby covenants, as to itself, as set forth below:
Affirmative Covenants of the Seller Parties. Until the Final Payout Date, unless each Agent shall otherwise consent in writing:
Affirmative Covenants of the Seller Parties. Until the Final Payout Date, each Seller Party hereby covenants, as to itself, as set forth below:
Affirmative Covenants of the Seller Parties. Section 7.2 Negative Covenants of the Seller Parties
Affirmative Covenants of the Seller Parties. Until the date on which the Aggregate Unpaids have been indefeasibly paid in full, no Letter of Credit remains outstanding and this Agreement terminates in accordance with its terms, each Seller Party hereby covenants, as to itself, as set forth below:
Affirmative Covenants of the Seller Parties. Until the date on which the Aggregate Unpaids have been paid in full (other than contingent indemnification obligations to the extent no claim giving rise thereto has been asserted) and the termination or expiration of all of the Commitments:
Affirmative Covenants of the Seller Parties. From the date hereof until the Final Payout Date, unless the Administrative Agent shall otherwise consent in writing:
Affirmative Covenants of the Seller Parties. Until the date following the Facility Termination Date on which (i) the Aggregate Unpaids have been indefeasibly paid in full or (ii) all Receivables sold hereunder have been collected or written off after all commercially reasonable efforts to collect such Receivables have been exhausted, each Seller Party hereby covenants, as to itself, as set forth below:
Affirmative Covenants of the Seller Parties. 19 Section 7.2 Negative Covenants of The Seller Parties 28 ARTICLE VIII ADMINISTRATION AND COLLECTION 30 Section 8.1 Designation of Servicer 30 Section 8.2 Duties of Servicer 30 Section 8.3 Collection Notices 32 Section 8.4 Responsibilities of Seller 32 Section 8.5 Reports 32 Section 8.6 Servicing Fees 32 ARTICLE IX AMORTIZATION EVENTS 33 Section 9.1 Amortization Events 33 Section 9.2 Remedies 35 ARTICLE X INDEMNIFICATION 35
Affirmative Covenants of the Seller Parties. 20 Section 7.2 Negative Covenants of The Seller Parties 29 ARTICLE VIII ADMINISTRATION AND COLLECTION 31 Section 8.1 Designation of Servicer 31 Section 8.2 Duties of Servicer 31 Section 8.3 Collection Notices 33 Section 8.4 Responsibilities of Seller 33 Section 8.5 Reports 33 Section 8.6 Servicing Fees 33 ARTICLE IX AMORTIZATION EVENTS 33 Section 9.1 Amortization Events 33 Section 9.2 Remedies 36 ARTICLE X INDEMNIFICATION 36 Section 10.1 Indemnities by The Seller Parties 36 Section 10.2 Increased Cost and Reduced Return 39 Section 10.3 Other Costs and Expenses 40 Section 10.4 Allocations 40 Section 10.5 Accounting Based Consolidation Event 41 Section 10.6 Required Rating 41 ARTICLE XI AGENT 41 Section 11.1 Authorization and Action 41 Section 11.2 Delegation of Duties 42 Section 11.3 Exculpatory Provisions 42 Section 11.4 Reliance by Agent 42 Section 11.5 Non-Reliance on Agent and Other Purchasers 43 Section 11.6 Reimbursement and Indemnification 43 Section 11.7 Agent in its Individual Capacity 43 Section 11.8 Successor Agent 43 ARTICLE XII ASSIGNMENTS; PARTICIPATIONS 44 Section 12.1 Assignments 44 Section 12.2 Participations 45 Section 12.3 Federal Reserve 46 Table of Contents (continued) Page Section 12.4 Collateral Trustee 46 ARTICLE XIII PURCHASER AGENTS 46 Section 13.1 Purchaser Agents 46 ARTICLE XIV MISCELLANEOUS 47 Section 14.1 Waivers and Amendments 47 Section 14.2 Notices 48 Section 14.3 Ratable Payments 48 Section 14.4 Protection of Ownership Interests of the Purchasers 48 Section 14.5 Confidentiality 49 Section 14.6 Bankruptcy Petition 50 Section 14.7 Limitation of Liability 50 Section 14.8 CHOICE OF LAW 50 Section 14.9 CONSENT TO JURISDICTION 50 Section 14.10 WAIVER OF JURY TRIAL 51 Section 14.11 Integration; Binding Effect; Survival of Terms 51 Section 14.12 Counterparts; Severability; Section References 51 Section 14.13 MUFG Roles and Purchaser Agent Roles 52 Section 14.14 Characterization 52 Section 14.15 Excess Funds 53 Section 14.16 [Reserved] 53 Section 14.17 [Reserved] 53 Section 14.18 [Reserved] 53 Section 14.19 USA PATRIOT Act Notice 53 EXHIBITS Exhibit I - Definitions Exhibit II - Form of Purchase Notice Exhibit III - Places of Business of the Seller Parties; Locations of Records; Federal Employer Identification Number(s) Exhibit IV - Names of Collection Banks; Collection Accounts Exhibit V - Form of Compliance Certificate Exhibit VI - [Reserved] Exhibit VII - Form of Assignment Agreement Exhibit VIII - Credit and Collection Policy Exh...
