Addition of Sellers. Additional affiliates and subsidiaries of the Company may be added, from time to time, after the date hereof as “Sellers” hereunder, with the prior written consent of the Buyer (in its sole and absolute discretion); provided that the following conditions are satisfied on or before the date of such addition: (a) the Company shall have given the Buyer at least ten (10) days prior written notice of such proposed addition and the identity of the proposed additional seller or and shall have provided such information with respect to the Receivables or business of such additional seller as the Buyer or its assigns shall have reasonably requested; (b) such proposed additional seller has executed and delivered to the Buyer, a Joinder Agreement in the form of Exhibit E hereto; (c) such proposed additional seller has delivered to the Buyer such additional documents and information (including, without limitation corporate organizational documents, officer’s certificates, corporate resolutions, and tax, UCC lien, judgment and similar searches), opinions of counsel and/or financing statements that the Buyer or its assigns shall request at such time (including, without limitation, opinions with respect to general corporate, enforceability, no conflict with law or material agreements, UCC and true sale matters); and (d) no Event of Termination shall have occurred and be continuing at such time. 725594943 17555228
Appears in 1 contract
Sources: Receivables Purchase Agreement (Milacron Holdings Corp.)
Addition of Sellers. Additional affiliates and subsidiaries of the Company AAR may be added, from time to time, after the date hereof as “Sellers” hereunder, with the prior written consent of the Buyer (in its sole and absolute discretion); provided that the following conditions are satisfied on or before the date of such addition:
(a) the Company Seller Representative shall have given the Buyer at least ten (10) days prior written notice of such proposed addition and the identity of the proposed additional seller or and shall have provided such information with respect to the Receivables or business of such additional seller as the Buyer or its assigns shall have reasonably requested;
(b) such Such proposed additional seller has executed and delivered to the Buyer, Buyer a Joinder Agreement in the form of Exhibit E hereto;
(c) such Such proposed additional seller has delivered to the Buyer such additional documents and information (including, without limitation corporate organizational documents, officer’s certificates, corporate resolutions, and tax, UCC lien, judgment and similar searches), opinions of counsel and/or financing statements that the Buyer or its assigns shall request at such time (including, without limitation, opinions with respect to general corporate, enforceability, no conflict with law or material agreements, UCC (or similar law) and true sale matters); and
(d) no No Event of Termination shall have occurred and be continuing at such time. 725594943 17555228.
Appears in 1 contract
Sources: Purchase Agreement (Aar Corp)