Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted by a Person (the "Collection Agent") designated to so act on behalf of the Purchasers under this Article III. As the Initial Collection Agent, the Parent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent). (b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent. (c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 3 contracts
Sources: Receivables Sale Agreement (Crompton & Knowles Corp), Receivables Sale Agreement (Crompton Corp), Receivables Sale Agreement (Davis-Standard CORP)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.1. Until the Agent (acting at the direction of the Purchasers under this Article III. As Majority Investors) gives notice to the Initial Transferor of the designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, Default or any other Termination Event designate as the Agent may designate a new Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection AgentTransferred Interest hereunder. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 3 contracts
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA), Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA), Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted by a Person (the "“Collection Agent"”) designated to so act on behalf of the Purchasers under this Article III. As the Initial Collection Agent, the Parent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent Initial Collection Agent acknowledges that the Agent and each Purchaser have relied on the Parent's Initial Collection Agent’s agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection AgentAgent nor permit any sub-collection agent to voluntarily resign as a sub-collection agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Initial Collection Agent shall, may delegate its duties and obligations as Collection Agent to an Affiliate of the Initial Collection Agent (acting as a sub-collection agent). Notwithstanding such delegation, the Parent Initial Collection Agent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent Initial Collection Agent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedreplaced as provided herein, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing (to the extent permitted by applicable law and contract) the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent Initial Collection Agent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent Initial Collection Agent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 2 contracts
Sources: Receivables Sale Agreement (Perkinelmer Inc), Receivables Sale Agreement (Perkinelmer Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.01. Until the Administrative Agent (at the direction of the Purchasers under Required Purchasers) gives notice to TriMas Corp. of the designation of a new Collection Agent pursuant to this Article III. As the Initial Collection AgentSection 6.01, the Parent TriMas Corp. is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of may not delegate any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as its rights, duties or obligations hereunder, or designate a substitute Collection Agent. At any time after , without the occurrence prior written consent of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent Administrative Agent; provided that TriMas Corp. shall be permitted to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent hereunder to an Affiliate (acting as a sub-collection agent). Notwithstanding the Sellers, or any of TriMas Corp.’s Affiliates or stockholders, but such delegation, the Parent delegation shall remain primarily liable for the performance not relieve TriMas Corp. of the its duties and obligations so delegatedas Collection Agent hereunder. The Administrative Agent may, and upon the direction of the Required Purchasers the Administrative Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time shall, but only after the occurrence of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
other Termination Event, designate as Collection Agent any Person (cincluding itself) If replacedto succeed TriMas Corp. or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent agrees it will terminatepursuant to the terms hereof. Following a Collection Agent Default or a Termination Event, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 2 contracts
Sources: Receivables Transfer Agreement (Trimas Corp), Receivables Transfer Agreement (Trimas Corp)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.1. Until the Agent gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection AgentTransferred Interest hereunder. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.41
Appears in 2 contracts
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA), Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted by a Person (the "Collection Agent") designated to so act on behalf of the Purchasers under this Article III. As the Initial Collection Agent, the Parent The Seller is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent Seller acknowledges that the Agent and each Purchaser have relied on the ParentSeller's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection AgentAgent nor permit any sub-collection agent to voluntarily resign as a sub-collection agent. At any time (but, so long as the Seller acts as Collection Agent, only after the occurrence of a Collection Agent Servicer Replacement Event), the Agent may designate a new Collection Agent to succeed the Parent Seller (or any successor Collection Agent).
(b) The Parent Seller may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an the Originator or any other Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent Seller shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent Seller for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentagent (but, so long as the Seller acts as Collection Agent, only after the occurrence of a Servicer Replacement Event).
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent Seller irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent Seller conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 2 contracts
Sources: Receivables Sale Agreement (Ipalco Enterprises, Inc.), Receivables Sale Agreement (Ipalco Enterprises Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Administrative Agent (acting at the direction of the Purchasers under this Article III. As Required APA Banks) gives notice to Nalco Company of the Initial designation of a new Collection AgentAgent pursuant to the next sentence, the Parent Nalco Company is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that If a Termination Event has occurred and is continuing, the Administrative Agent may (with the consent of the Required APA Banks), and each Purchaser have relied on upon the Parent's agreement to act direction of the Required APA Banks the Administrative Agent shall, designate as Collection Agent any Person (and the agreement of any of the sub-collection agents to so actincluding itself) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (Nalco Company or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminatepursuant to the terms hereof. If a Termination Event has occurred and is continuing, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent (acting at the direction of the Required APA Banks) may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Administrative Agent (including providing access toacting at the direction of the Required APA Banks); provided that Nalco Company shall be permitted to delegate its duties hereunder to any of its Affiliates or their agents, but such delegation shall not relieve Nalco Company of its duties and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesobligations hereunder.
Appears in 2 contracts
Sources: Receivables Transfer Agreement (Nalco Holding CO), Receivables Transfer Agreement (Nalco Finance Holdings LLC)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
01. Until the Administrative Agent (at the direction of the Purchasers under Funding Agents) gives notice to TriMas Corp. of the designation of a new Collection Agent pursuant to this Article III. As the Initial Collection AgentSection 6.01, the Parent TriMas Corp. is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of may not delegate any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as its rights, duties or obligations hereunder, or designate a substitute Collection Agent. At any time after , without the occurrence prior written consent of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent Administrative Agent; provided that TriMas Corp. shall be permitted to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent hereunder to an Affiliate (acting as a sub-collection agent). Notwithstanding the Sellers, or any of TriMas Corp.'s Affiliates or stockholders, but such delegation, the Parent delegation shall remain primarily liable for the performance not relieve TriMas Corp. of the its duties and obligations so delegatedas Collection Agent hereunder. The Administrative Agent may, and upon the direction of the Required Committed Purchasers the Administrative Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time shall, but only after the occurrence of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
other Termination Event, designate as Collection Agent any RECEIVABLES TRANSFER AGREEMENT Person (cincluding itself) If replacedto succeed TriMas Corp. or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent agrees it will terminatepursuant to the terms hereof. Following a Collection Agent Default or a Termination Event, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.01. Until the Administrative Agent (at the direction of the Purchasers under Required Committed Purchasers) gives notice to Tyson of the designation of a new Collection Agent pursuant to this Article III. As the Initial Collection AgentSection 6.01, the Parent Tyson is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of may not delegate any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as its rights, duties or obligations hereunder, or designate a substitute Collection Agent. At any time after , without the occurrence prior written consent of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent each Funding Agent; provided that Tyson shall be permitted to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent hereunder to the Sellers or any of Tyson’s Affiliates, but such delegation shall not relieve Tyson of its duties and obligations as Collection Agent hereunder. Any such delegation of the Collection Agent’s obligations hereunder to an Affiliate (acting as a sub-collection agent)shall be on terms and conditions agreed upon between the Collection Agent and such Affiliate. Notwithstanding such delegationThe Administrative Agent may, and upon the Parent shall remain primarily liable for the performance direction of the duties and obligations so delegatedRequired Committed Purchasers the Administrative Agent shall, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time but only after the occurrence of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
other Termination Event, designate as Collection Agent any Person (cincluding itself) If replacedto succeed Tyson or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent agrees it will terminatepursuant to the terms hereof. Following a Collection Agent Default or a Termination Event, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a the Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 7.1. Initially, Borg-Warner Automotive Inc., shall be the Collection Agent. Until th▇ ▇▇▇▇▇ ▇▇▇es notice to the Borrower (in accordance with this Section 7.1) of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Either (i) upon thirty (30) days prior written notice to the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent Borrower or (and the agreement of any of the sub-collection agents to so actii) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after upon the occurrence and during the continuance of a Collection Agent Replacement Termination Event, the Agent may designate a new as Collection Agent any Person (including itself or any Bank) to succeed the Parent (or any successor Collection Agent), on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent. Whether or not it is then serving as Collection Agent, upon the occurrence and during the continuance of a Termination Event, the Agent may notify any Obligor of the transfer to the Agent of the Secured Interest.
(b) The In the case of Receivables arising out of the sale or lease of goods or the rendering of services by any Originator, the Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent with respect to an Affiliate such Receivables to such Originator (acting as a sub-collection agent). Notwithstanding , on the condition in each case that such Originator shall agree in writing to perform the duties and obligations of the Collection Agent; provided, however, that notwithstanding such delegation, the Parent shall remain primarily liable to the Agent and the Lenders for the performance of the duties and obligations so delegated, delegated and the Agent and each Purchaser Lender shall have the right to look solely to the Parent for such performance. The ; provided, further, however, that either (i) upon thirty (30) days prior written notice to the Parent or (ii) upon the occurrence and during the continuance of a Termination Event, the Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any an Originator as sub-collection agent.
(c) If replaced, the The Parent agrees that it will terminate its activities as Collection Agent agrees it will terminate, and will cause each existing Originator to terminate such Originator's activities as sub-collection agent to terminate, its collection activities in a manner requested by which the Agent to determines will facilitate the transition of the performance of such activities to a the new Collection Agent. The Collection Agent , and the Parent shall cooperate with and assist any such new Collection Agent (including providing Agent. Such cooperation shall include access to, and transferringtransfer of, all Records and allowing use by the new Collection Agent to use of all licenses, hardware or software necessary or desirable to collect the Receivables)Affected Assets if permitted or not prohibited by the applicable contract. The Parent irrevocably hereby agrees that if at any time it shall cease to be the Collection Agent, it shall act (if requested to do sothe then current Collection Agent so requests) as the data-processing agent for any new of the Collection Agent and, in such capacity, the Parent shall conduct the data-processing functions of the administration of the Receivables and the Collections in substantially the same manner as way that the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, .
(d) The Parent acknowledges that the Agent and each Lender have relied on the Borrower's agreement to act as Collection Agent and on each Originator's agreement to act as sub-collection agent with respect to Receivables originated by each such Originator in making their decision to execute and deliver this Agreement. Accordingly, the Parent receives agrees that it will not voluntarily resign as Collection Agent nor will it permit any Originator to voluntarily resign as a then market rate compensation for providing such servicessub-collection agent.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Agent (acting at the direction of the Purchasers under this Article III. As Majority Investors) gives notice to the Initial Transferor of the designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Funding Agent (acting at the direction of the Purchasers under this Article III. As Group Agents) gives notice to the Initial Originator of the designation of a new Collection AgentAgent pursuant to the next sentence, the Parent Originator is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Funding Agent (and acting at the agreement of any direction of the sub-collection agents to so actGroup Agents) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time may, after the occurrence of a Collection Agent Replacement Default or any other Termination Event, the Agent may designate a new as Collection Agent any Person (including itself) to succeed the Parent (Originator or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at any time after the occurrence of Following a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
(c) If replaceda Termination Event, the Collection Funding Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in may notify any Obligor of the Transferred Interest of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new Collection Agent (including providing access toof its rights, and transferringduties or obligations hereunder, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the designate a substitute Collection Agent, without the prior written consent of the Funding Agent; provided, however, provided that the Parent receives a then market rate compensation for providing Originator shall be permitted to delegate its duties hereunder to any of its Affiliates or their agents, but such servicesdelegation shall not relieve the Originator of its duties and obligations hereunder.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Agent (acting at the direction of the Purchasers under this Article III. As Majority Investors) gives notice to the Initial Transferor of the designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare 42 Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted by a Person (the "“Collection Agent"”) designated to so act on behalf of the Purchasers under this Article III. As the The Initial Collection Agent, the Parent Agent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent Initial Collection Agent (and each successor Collection Agent) acknowledges that the Agent Administrative Agent, the Co-Collateral Agents and each Purchaser have relied on the Parent's Initial Collection Agent’s agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection AgentAgent nor permit any sub-collection agent to voluntarily resign as a sub-collection agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent Co-Collateral Agents (with the consent of the Instructing Group) may designate a new Collection Agent to succeed the Parent Initial Collection Agent (or any successor Collection Agent).
(b) The Parent Collection Agent may, and if requested by the Administrative Agent shall, delegate its duties and obligations as Collection Agent to an the Parent or other Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent Collection Agent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent Administrative Agent, the Co-Collateral Agents and each Purchaser shall have the right to look solely to the Parent Collection Agent for such performance. The Administrative Agent (with the consent of the Instructing Group) may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Administrative Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing (to the extent permitted by applicable law and contract) the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent Collection Agent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent Collection Agent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting Until such time as the Company shall notify the Seller in writing pursuant to Section 5.05 hereof of the Receivables shall be conducted by a Person revocation of such power and authority, the Company hereby appoints the Seller as its agent (the "Collection Agent") designated to so act collect all amounts owing under or on behalf account of all Receivables purchased by the Purchasers under this Article III. As Company from the Initial Collection Agent, the Parent is hereby designated as, Seller and agrees to perform as administrative agent for the Company all tasks and duties in connection therewith that may be necessary or advisable and obligations of, permitted for carrying out the Collection Agent. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver transactions contemplated by this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection AgentFunding Agreement. The Collection Agent shall cooperate with keep separate records on behalf of the Company covering the transactions contemplated by this Agreement including the identity and assist any new collection status of each Receivable purchased by the Company from the Seller and the Seller Payables. In collection of the Receivables, the Collection Agent (including providing access toshall exercise the same care that it has exercised in handling similar matters for its own account, and transferring, all Records shall create and allowing administer policies and practices consistent with the new policies and practices applied in handling similar matters for its own account and as if it had not sold the Receivables to the Company. The Collection Agent is further authorized, upon prior notice to use all licensesGECC and subject to Section 5.05, hardware or software necessary or desirable to collect delegate certain of its service, collection, enforcement and administrative duties hereunder with respect to the Receivables). The Receivables to the Parent irrevocably or, with the prior written consent of GECC, to any other Person who agrees to act (if requested conduct such duties in accordance with this Agreement; PROVIDED, HOWEVER, that the Collateral Agent shall have notified S&P and Moody's in writing in advance of any such proposed delegation of its duties to do so) a Person other than the Parent and neither S&P nor Moody's shall have advised that it would or might reduce the rating of the Commercial Paper as a result thereof; and PROVIDED FURTHER, that no delegation will relieve the data-processing agent for any new Collection Agent of its liability and responsibility with respect to such duties. Upon the revocation of the power and authority granted pursuant to the first sentence of this Section 5.01, the Company shall appoint a successor Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesaccordance with Section 5.05 hereof.
Appears in 1 contract
Sources: Purchase and Administration Agreement (Baldwin Piano & Organ Co /De/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Agent gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care Holdings Inc /Ny/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection AgentCOLLECTION AGENT") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Agent gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Required Administrative Agents; PROVIDED that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; PROVIDED FURTHER that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care Holdings Inc /Ny/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Transferred Receivables shall be conducted by a such Person (the "Collection Agent") so designated from ---------------- time to so act on behalf time in accordance with this Section 6.
1. Until the Deal Agent gives ------------ written notice to the Transferor of the Purchasers under this Article III. As designation of a new Collection Agent pursuant to the Initial Collection Agentnext sentence, the Parent Transferor is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Deal Agent may, and upon the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any direction of the sub-collection agents to so act) in making Required Liquidity Banks, the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Deal Agent shall, after the occurrence and during the continuation of a Collection Agent Replacement Default or any other Termination Event, the Agent may designate a new in writing as Collection Agent any Person (including itself) to succeed the Parent (Transferor or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at any time after the occurrence of Following a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
(c) If replaceda Termination Event, the Collection Deal Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new of its rights, duties or obligations hereunder other than to an Affiliate of the Collection Agent, or designate a substitute Collection Agent, without the prior written consent of the Deal Agent, which consent may be withheld for any or no reason. Notwithstanding any delegation or any of its rights, duties or obligations hereunder or any designation of a substitute Collection Agent hereunder, so long as the Transferor or any Affiliate of the Transferor is the Collection Agent, (including providing access to, a) the Transferor shall be and transferring, remain primarily liable to the Deal Agent and the Investors for the full and prompt performance of all Records duties and allowing responsibilities of the new Collection Agent hereunder and (b) the Deal Agent and the Investors shall be entitled to use all licenses, hardware or software necessary or desirable to collect deal exclusively with the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially matters relating to the same manner discharge by the Collection Agent of its duties and responsibilities hereunder. As long as the Parent conducted such data-processing functions while it acted as Transferor or any Affiliate of the Transferor is the Collection Agent; provided, howeverneither the Deal Agent nor the Investors shall be required to give notice, demand or other communication to any Person other than the Transferor in order for communication to the Collection Agent and any delegate with respect thereto to be accomplished. The Transferor, at all times that it or any of is Affiliates are the Parent receives a then market rate compensation Collection Agent, shall be responsible for providing such servicesany delegates of the Collection Agent with any notice given to the Collection Agent under this Agreement.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Metris Companies Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Administrative Agent (acting at the direction of the Purchasers under this Article III. As Required APA Banks) gives notice to Nalco Company of the Initial designation of a new Collection AgentAgent pursuant to the next sentence, the Parent Nalco Company is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that If a Termination Event has occurred and is continuing, the Administrative Agent may (with the consent of the Required APA Banks), and each Purchaser have relied on upon the Parent's agreement to act direction of the Required APA Banks the Administrative Agent shall, designate as Collection Agent any Person (and the agreement of any of the sub-collection agents to so actincluding itself) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (Nalco Company or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminatepursuant to the terms hereof. If a Termination Event has occurred and is continuing, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent (acting at the direction of the Required APA Banks) may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Administrative Agent (including providing access toacting at the direction of the Required APA Banks); provided that Nalco Company shall be permitted to delegate its duties hereunder to any of its Affiliates or their agents, but such delegation shall not relieve Nalco Company of its duties and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesobligations hereunder.
Appears in 1 contract
Sources: Receivables Transfer Agreement (Nalco Global Holdings LLC)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
01. Until the Administrative Agent (at the direction of the Purchasers under Funding Agents) gives notice to the Parent of the designation of a new Collection Agent pursuant to this Article III. As the Initial Collection AgentSection 6.01, the Parent is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Administrative Agent; provided that the Agent and each Purchaser have relied on the Parent's agreement Parent shall be permitted to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent hereunder to an Affiliate (acting as a sub-collection agent). Notwithstanding the Sellers or any of the Parent's Affiliates, but such delegation, delegation shall not relieve the Parent shall remain primarily liable for the performance of the its duties and obligations so delegatedas Collection Agent hereunder. The Administrative Agent may, and upon the direction of the Required Committed Purchasers the Administrative Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time shall, but only after the occurrence of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
other Termination Event, designate as Collection Agent any Person (cincluding itself) If replacedto succeed the Parent or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent agrees it will terminatepursuant to the terms hereof. Following a Collection Agent Default or a Termination Event, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a the Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 7.1. Initially, Borg-Warner Automot▇▇▇ ▇▇▇., ▇hall be the Collection Agent. Until the Agent gives notice to the Borrower (in accordance with this Section 7.1) of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Either (i) upon thirty (30) days prior written notice to the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent Borrower or (and the agreement of any of the sub-collection agents to so actii) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after upon the occurrence and during the continuance of a Collection Agent Replacement Termination Event, the Agent may designate a new as Collection Agent any Person (including itself, any Bank or the Program LOC Provider) to succeed the Parent (or any successor Collection Agent), on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent. Whether or not it is then serving as Collection Agent, upon the occurrence and during the continuance of a Termination Event, the Agent may notify any Obligor of the transfer to the Agent of the Secured Interest.
(b) The In the case of Receivables arising out of the sale or lease of goods or the rendering of services by any Originator, the Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent with respect to an Affiliate such Receivables to such Originator (acting as a sub-collection agent). Notwithstanding , on the condition in each case that such Originator shall agree in writing to perform the duties and obligations of the Collection Agent; provided, however, that notwithstanding such delegation, the Parent shall remain primarily liable to the Agent and the Lenders for the performance of the duties and obligations so delegated, delegated and the Agent and each Purchaser Lender shall have the right to look solely to the Parent for such performance. The ; provided, further, however, that either (i) upon thirty (30) days prior written notice to the Parent or (ii) upon the occurrence and during the continuance of a Termination Event, the Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any an Originator as sub-collection agent.
(c) If replaced, the The Parent agrees that it will terminate its activities as Collection Agent agrees it will terminate, and will cause each existing Originator to terminate such Originator's activities as sub-collection agent to terminate, its collection activities in a manner requested by which the Agent to determines will facilitate the transition of the performance of such activities to a the new Collection Agent. The Collection Agent , and the Parent shall cooperate with and assist any such new Collection Agent (including providing Agent. Such cooperation shall include access to, and transferringtransfer of, all Records and allowing use by the new Collection Agent to use of all licenses, hardware or software necessary or desirable to collect the Receivables)Affected Assets if permitted or not prohibited by the applicable contract. The Parent irrevocably hereby agrees that if at any time it shall cease to be the Collection Agent, it shall act (if requested to do sothe then current Collection Agent so requests) as the data-processing agent for any new of the Collection Agent and, in such capacity, the Parent shall conduct the data-processing functions of the administration of the Receivables and the Collections in substantially the same manner as way that the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, .
(d) The Parent acknowledges that the Agent and each Lender have relied on the Borrower's agreement to act as Collection Agent and on each Originator's agreement to act as sub-collection agent with respect to Receivables originated by each such Originator in making their decision to execute and deliver this Agreement. Accordingly, the Parent receives agrees that it will not voluntarily resign as Collection Agent nor will it permit any Originator to voluntarily resign as a then market rate compensation for providing such servicessub-collection agent.
Appears in 1 contract
Sources: Receivables Loan Agreement (Borg Warner Automotive Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Transferred Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Deal Agent gives written notice to the Transferor of the Purchasers under this Article III. As designation of a new Collection Agent pursuant to the Initial Collection Agentnext sentence, the Parent Transferor is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Deal Agent may, and upon the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any direction of the sub-collection agents to so act) in making Required Liquidity Banks, the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Deal Agent shall, after the occurrence and during the continuation of a Collection Agent Replacement Default or any other Termination Event, the Agent may designate a new in writing as Collection Agent any Person (including itself) to succeed the Parent (Transferor or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at any time after the occurrence of Following a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
(c) If replaceda Termination Event, the Collection Deal Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new of its rights, duties or obligations hereunder other than to an Affiliate of the Collection Agent, or designate a substitute Collection Agent, without the prior written consent of the Deal Agent, which consent may be withheld for any or no reason. Notwithstanding any delegation or any of its rights, duties or obligations hereunder or any designation of a substitute Collection Agent hereunder, so long as the Transferor or any Affiliate of the Transferor is the Collection Agent, (including providing access to, a) the Transferor shall be and transferring, remain primarily liable to the Deal Agent and the Investors for the full and prompt performance of all Records duties and allowing responsibilities of the new Collection Agent hereunder and (b) the Deal Agent and the Investors shall be entitled to use all licenses, hardware or software necessary or desirable to collect deal exclusively with the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially matters relating to the same manner discharge by the Collection Agent of its duties and responsibilities hereunder. As long as the Parent conducted such data-processing functions while it acted as Transferor or any Affiliate of the Transferor is the Collection Agent; provided, howeverneither the Deal Agent nor the Investors shall be required to give notice, demand or other communication to any Person other than the Transferor in order for communication to the Collection Agent and any delegate with respect thereto to be accomplished. The Transferor, at all times that it or any of is Affiliates are the Parent receives a then market rate compensation Collection Agent, shall be responsible for providing such servicesany delegates of the Collection Agent with any notice given to the Collection Agent under this Agreement.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Metris Companies Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.01. Until the Administrative Agent gives written notice to the Contributor and each Funding Agent of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent The Chase Manhattan Bank is hereby designated as, and agrees to perform the duties and obligations of, as the Collection Agent. The Parent acknowledges that Prior to the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement EventClosing Date, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate upon notice to the Borrower and each Funding Agent, assign all of its rights, duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent)MEMEC LLC. Notwithstanding such delegationAfter the Closing Date, the Parent Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Funding Agent; provided that the Collection Agent shall remain primarily liable for be permitted to delegate its duties hereunder to any of its Affiliates or their agents, but such delegation shall not relieve the performance Collection Agent of its duties and obligations hereunder. After the Closing Date, the Administrative Agent may, and upon the direction of the Required Lenders the Administrative Agent shall, but only following the declaration of a Collection Agent Default or any other Termination Event, designate as Collection Agent any Person (including either Funding Agent) to succeed the Collection Agent or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at any time after Following the occurrence declaration of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
(c) If replaceda Termination Event, the Collection Administrative Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in may notify any Obligor of the Receivables of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing18.1 Lam ▇▇▇earch Co., administering and collecting of the Receivables shall be conducted Ltd. is hereby appointed by a Person (the "Collection Agent") designated to so act on behalf of the Purchasers as their agent to service, collect and administer all Purchased Receivables, to perform all related functions and to enforce the Purchasers' rights and interests in and under this Article III. As the Initial Collection Agent, the Parent is hereby designated asPurchased Receivables, and agrees to perform the duties and obligations ofLam ▇▇▇earch Co., the Collection Agent. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act Ltd. hereby accepts such appointment as Collection Agent (on the terms and subject to the agreement conditions of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent)Agreement.
(b) 18.2 The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Representative Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Termination Event in the circumstances described in Clause 21, remove Lam ▇▇▇earch Co., Ltd. as Collection Agent.
18.3 Upon Lam ▇▇▇earch Co., Ltd. being removed as Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedpursuant to Clause 21, the Collection Agent agrees it will terminateRepresentative Purchaser may, and will cause each existing sub-collection agent upon written instruction given by all the Purchasers, appoint a successor to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new act as Collection Agent. The Representative Purchaser and the Purchasers and such successor shall, upon such successor confirming in writing to the Representative Purchaser and the Purchasers that it agrees so to act, thereafter have the same rights and obligations among them as would have been the case had they then entered into an agreement in the form mutatis mutandis of this Agreement.
18.4 For the avoidance of doubt, it is hereby agreed that the Collection Agent is not authorized to enter into any commitment on behalf of the Representative Purchaser or any Purchaser.
18.5 The Collection Agent hereby covenants and undertakes with the Representative Purchaser and the Purchasers as set out in the Seventh Schedule.
18.6 The Collection Agent agrees to indemnify the Representative Purchaser and the Purchasers, including their officers, directors and employees from and against any liability, loss, expense, action, proceeding or claim which may be brought against, or suffered or sustained, by the Representative Purchaser and/or the Purchasers, and/or such directors, officers and employees by reason of any wrongful or negligent acts or omissions of the Collection Agent or any of its directors, officers, employees or agents in the performance of its duties hereunder.
18.7 The Collection Agent shall cooperate with have no liability for any obligation of a Buyer under any Purchased Receivable and assist any new nothing herein shall constitute a guarantee, or similar obligation, by the Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware of any Purchased Receivable or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesBuyer.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.1. The Collection Agent shall be paid a Servicing Fee in accordance with Section 2.5 hereof. Until the Administrative Agent gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, under the Parent circumstances set forth below, the Transferor is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Collection Agent may not delegate any of its material rights, duties or obligations hereunder without prior notice to the Administrative Agent and each the Purchaser have relied on Agents or designate a substitute Collection Agent, without the Parent's agreement prior written consent of the Administrative Agent and the Purchaser Agents, and provided that in all events the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (and the agreement of hereunder notwithstanding any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agentsuch delegation hereunder. At any time The Administrative Agent shall, after the occurrence of a Collection Agent Replacement Default or any other Termination Event, and at the Agent may direction of the Required Purchaser Agents, or if there are only two Purchaser Agents, both Purchaser Agents, designate a new as Collection Agent any Person (including itself) approved by such Required Purchaser Agents, or both Purchaser Agents, as the case may be, to succeed the Parent (Transferor or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent pursuant to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agentterms hereof. The Collection Agent shall cooperate with and assist may notify any new Collection Agent (including providing access to, and transferring, all Records and allowing Obligor of the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesTransferred Interest.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Metris Direct Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.1. Until the Agent gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care Corp)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Company gives notice to the Seller of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, under the Parent circumstances set forth below, the Seller is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Collection Agent may not delegate any of its material rights, duties or obligations hereunder without prior notice to the Agent or designate a substitute Collection Agent, without the prior written consent of the Agent, and each Purchaser have relied on provided that in all events the Parent's agreement Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (Seller or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at notify any time after Obligor of the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentTransferred Interest.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Metris Companies Inc)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection AgentCOLLECTION AGENT") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Company gives notice to the Transferor of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Agent; PROVIDED that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; PROVIDED FURTHER that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius National Medical Care Holdings Inc)
Appointment of Collection Agent. (a) The servicing, ------------------------------- administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance ---------------- with this Section 6.
1. Until PARCO gives notice to the Originator of the Purchasers under this Article III. As designation of a new Collection Agent pursuant to the Initial Collection Agentnext sentence, the Parent Originator is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Funding Agent may, and upon the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any direction of the sub-collection agents to so act) in making Required APA Banks the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Funding Agent shall, after the occurrence of a Collection Agent Replacement Default or any other Termination Event, the Agent may designate a new as Collection Agent any Person (including itself) to succeed the Parent (Originator or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent condition in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at any time after the occurrence of Following a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
(c) If replaceda Termination Event, the Collection Funding Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in may notify any Obligor of the Transferred Interest of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist may not delegate any new Collection Agent (including providing access toof its rights, and transferringduties or obligations hereunder, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the designate a substitute Collection Agent, without the prior written consent of the Funding Agent; provided, however, provided that the Parent receives a then market rate compensation for providing -------- Originator shall be permitted to delegate its duties hereunder to any of its Affiliates or their agents, but such servicesdelegation shall not relieve the Originator of its duties and obligations hereunder.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.1. Until the Agent (acting at the direction of the Purchasers under this Article III. As Majority Investors) gives notice to the Initial Transferor of the designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, Default or any other Termination Event designate as the Agent may designate a new Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection AgentTransferred Interest hereunder. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Agent gives notice to WorldCom of the Purchasers under this Article III. As the Initial designation of a new Collection Agent, the Parent WorldCom is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder (provided that it may delegate certain servicing activities to WorldCom Network Services, Inc. as long as it remains a subsidiary of WorldCom), or designate a substitute Collection Agent, without the prior written consent of the Agent, and provided that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents shall continue to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily solely liable for the performance of the duties as Collection Agent hereunder notwithstanding any such assignment hereunder. The Agent may, and upon the direction of the Enterprise Agent or Sheffield, the Agent shall, after the occurrence of (i) a Collection Agent Default, (ii) any event which materially adversely affects the collectibility of the Receivables or any other event which materially adversely affects the ability of the Transferor or Collection Agent to collect Receivables or the ability of the Transferor or Collection Agent to perform hereunder or (iii) any other Termination Event other than as specified in Section 7.1(k)-(q) designate as Collection Agent any Person (including itself) to succeed WorldCom or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for such performanceterms hereof. The Agent may at notify any time after Obligor of the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentTransferred Interest.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Worldcom Inc /Ga/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.01. Until the Administrative Agent gives notice to the Parent of the Purchasers under designation of a new Collection Agent pursuant to this Article III. As the Initial Collection AgentSection 6.01, the Parent is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of the Administrative Agent; provided that the Agent and each Purchaser have relied on the Parent's agreement Parent shall be permitted to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent hereunder to an Affiliate (acting as a sub-collection agent). Notwithstanding the Sellers or any of the Parent's Affiliates, but such delegation, delegation shall not relieve the Parent shall remain primarily liable for the performance of the its duties and obligations so delegatedas Collection Agent hereunder. The Administrative Agent may, and upon the direction of the Required Purchasers the Administrative Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time shall, but only after the occurrence of a Collection Agent Replacement Event remove Default or replace any sub-collection agent.
other Termination Event, designate as Collection Agent any Person (cincluding itself) If replacedto succeed the Parent or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent agrees it will terminatepursuant to the terms hereof. Following a Collection Agent Default or a Termination Event, and will cause each existing sub-collection agent to terminate, its collection activities in the Administrative Agent may notify any Obligor of the designation of a manner requested by the Agent to facilitate the transition to a new successor Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted exclusively by a Person (the "“Collection Agent"”) designated to so act on behalf of the Purchasers under this Article III. As the Initial Collection Agent, the Parent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent Initial Collection Agent acknowledges that the Agent and each Purchaser have relied on the Parent's Initial Collection Agent’s agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection AgentAgent nor permit any sub-collection agent to voluntarily resign as a sub-collection agent. At any time after (and only after) the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent). Any replacement Collection Agent may not be a direct or indirect competitor of any Seller Entity and shall agree to be bound by a confidentiality agreement substantively identical to that set forth in Section 9.10.
(b) The Parent may, and if requested by the Agent shall, Initial Collection Agentmay delegate its duties and obligations as Collection Agent to an Affiliate anAffiliate of the Initial Collection Agent (acting as a sub-collection agent). Notwithstanding such delegation, the Parent Initial Collection Agent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for Initial Collection Agentfor such performance. The Agent may at any time after (and only after) the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replacedreplaced as provided herein, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner reasonably requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall reasonably cooperate with and assist any new Collection Agent (including providing reasonable access to, and transferring, all Records and allowing (to the extent permitted by applicable law and contract) the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably Initial Collection Agentirrevocably agrees reasonably to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent Initial Collection Agent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Receivables Sale Agreement (Albany International Corp /De/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a the Person (the "“Collection Agent"”) so designated from time to so act time as Collection Agent in accordance with this Section 7.1. Each of the Seller, the Agent, the Group Agents, the Administrators and the Investors hereby appoints as its agent the Collection Agent, from time to time designated pursuant to this Section, to enforce its respective rights and interests in and under the Affected Assets. To the extent permitted by applicable law, the Seller and each Originator (to the extent not then acting as Collection Agent hereunder) hereby grants to any Collection Agent appointed hereunder an irrevocable power of attorney to take any and all steps in the Seller’s and/or such Originator’s name and on behalf of the Purchasers under this Article III. As Seller or such Originator as necessary or desirable, in the Initial reasonable determination of the Collection Agent, to collect all amounts due under any and all Receivables, including endorsing the Parent Seller’s and/or such Originator’s name on checks and other instruments representing Collections and enforcing such Receivables and the related Contracts and to take all such other actions set forth in this Article VII. Until the Agent gives notice to the Seller and Collection Agent in accordance with this Section 7.1 of the designation of a new Collection Agent, United Rentals is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection Agent pursuant to the terms hereof. Upon the occurrence of a Termination Event, the Agent may, and at the direction of the Majority Investors shall, designate as Collection Agent any Person (including itself) to succeed United Rentals or any successor Collection Agent, on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent pursuant to the terms hereof.
(b) Upon the designation of a successor Collection Agent as set forth above, the Collection Agent agrees that it will terminate its activities as Collection Agent hereunder in a manner which the Agent determines will facilitate the transition of the performance of such activities to the new Collection Agent, and the Collection Agent shall cooperate with and assist such successor Collection Agent. Such cooperation shall include access to and transfer of records and use by the successor Collection Agent of all records, licenses, hardware or software necessary or reasonably desirable to collect the Receivables and the Related Security, and the successor Collection Agent may utilize the management information system of the departing Collection Agent, without charge, to collect the Receivables and the Related Security.
(c) The Parent Collection Agent acknowledges that the Agent Seller, the Agent, the Group Agents and each Purchaser the Investors have relied on the Parent's Collection Agent’s agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) hereunder in making the their decision to execute and deliver this Agreement and Agreement. Accordingly, United Rentals agrees that it will not voluntarily resign as Collection Agent unless a successor collection agent, approved in writing by the Agent. At any time after , shall have been appointed pursuant to this Article VII and which successor collection agent shall have agreed to perform all of the occurrence duties and obligations of a the Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent)hereunder.
(bd) The Parent mayCollection Agent may not delegate any of its rights, duties or obligations hereunder without the prior written consent of the Agent, and if requested by provided that the Agent shall, delegate its duties and obligations as Collection Agent shall continue to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily solely liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a as Collection Agent Replacement Event remove or replace hereunder notwithstanding any sub-collection agentsuch delegation hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Receivables Purchase Agreement (United Rentals Inc /De)
Appointment of Collection Agent. (a) The servicing, administering and collecting Until such time as the Company shall notify the Seller in writing pursuant to Section 5.05 hereof of the Receivables shall be conducted by a Person revocation of such power and authority, the Company hereby appoints the Seller as its agent (the "Collection Agent") designated to so act collect all amounts owing under or on behalf account of all Receivables purchased by the Purchasers under Company from the Seller and to perform as administrative agent for the Company all tasks and duties in connection therewith that may be necessary or advisable and permitted for carrying out the transactions contemplated by this Article III. As the Initial Collection AgentAgreement, the Parent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent acknowledges that the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (Liquidity Agreement and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time after the occurrence of a Collection Agent Replacement Event, the Agent may designate a new Collection Agent to succeed the Parent (or any successor Collection Agent).
(b) The Parent may, and if requested by the Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Agent and each Purchaser shall have the right to look solely to the Parent for such performance. The Agent may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection AgentSecurity Agreement. The Collection Agent shall cooperate with keep separate records on behalf of the Company covering the transactions contemplated by this Agreement including the identity and assist any new collection status of each Receivable purchased by the Company from the Seller and the Seller Payables. In collection of the Receivables, the Collection Agent (including providing access toshall exercise the same care that it has exercised in handling similar matters for its own account, and transferring, all Records shall create and allowing administer policies and practices consistent with the new policies and practices applied in handling similar matters for its own account and as if it had not sold the Receivables to the Company. The Collection Agent is further authorized, upon prior notice to use all licensesGECC and subject to Section 5.05, hardware or software necessary or desirable to collect delegate certain of its service, collection, enforcement and administrative duties hereunder with respect to the Receivables). The Receivables to the Parent irrevocably or, with the prior written consent of GECC, to any other Person who agrees to act (if requested conduct such duties in accordance with this Agreement; PROVIDED, HOWEVER, that the Collateral Agent shall have notified S&P, D&P and Mood▇'▇ ▇▇ writing in advance of any such proposed delegation of its duties to do so) a Person other than the Parent and none of S&P, D&P or Mood▇'▇ ▇▇▇ll have advised that it would or might reduce the rating of the RFC Commercial Paper as a result thereof; and PROVIDED FURTHER, that no delegation will relieve the data-processing agent for any new Collection Agent of its liability and responsibility with respect to such duties. Upon the revocation of the power and authority granted pursuant to the first sentence of this Section 5.01, the Company shall appoint a successor Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such servicesaccordance with Section 5.05 hereof.
Appears in 1 contract
Sources: Purchase and Administration Agreement (Baldwin Piano & Organ Co /De/)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "“Collection Agent"”) so designated from time to so act on behalf time in accordance with this Section 6.1. Until the Agent (acting at the direction of the Purchasers under this Article III. As Majority Investors) gives notice to the Initial Transferor of the designation of a new Collection Agent, the Parent NMC is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges Collection Agent may not delegate any of its rights, duties or obligations hereunder, or designate a substitute Collection Agent, without the prior written consent of each Administrative Agent; provided that the Collection Agent may from time to time delegate to any Originating Entity such of its rights, duties and each Purchaser have relied on obligations hereunder as relate to the Parent's agreement servicing, administering and collection of the Receivables originated by such Originating Entity; provided further that (i) any such delegation shall be terminated upon the replacement of the Collection Agent hereunder and (ii) the Collection Agent shall continue to act remain solely liable for the performance of the duties as Collection Agent (hereunder notwithstanding any such delegation hereunder. The Agent may, and upon the agreement of any direction of the sub-collection agents to so act) in making Majority Investors the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time Agent shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default or any other Termination Event designate a new as Collection Agent any Person (including itself) to succeed the Parent (NMC or any successor Collection Agent).
(b) The Parent may, and if requested by on the Agent shall, delegate its duties and obligations as Collection Agent conditions in each case that any such Person so designated shall agree to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent shall remain primarily liable for the performance of perform the duties and obligations so delegated, and of the Collection Agent and each Purchaser shall have the right to look solely pursuant to the Parent for terms hereof and such performancedesignation of such Person is permitted by applicable law (including, without limitation, applicable CHAMPUS/VA Regulations, Medicaid Regulations and Medicare Regulations) or any order of a court of competent jurisdiction. The Agent may at notify any time after Obligor as to the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agentownership interest therein that shall have been transferred to the Transferor and, except as otherwise provided hereunder, as to the Transferred Interest hereunder.
(c) If replaced, the Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Agent to facilitate the transition to a new Collection Agent. The Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Transfer and Administration Agreement (Fresenius Medical Care AG & Co. KGaA)
Appointment of Collection Agent. (a) The servicing, administering and collecting collection of the Receivables shall be conducted by a such Person (the "Collection Agent") so designated from time to so act on behalf time in accordance with this Section 6.
1. Until the Company, in accordance with this Section 6.1, gives notice to LCI Telecom of the Purchasers under this Article III. As designation of a new Collection Agent (which notice may only be given after the Initial occurrence of a Collection AgentAgent Default), the Parent LCI Telecom is hereby designated as, and hereby agrees to perform the duties and obligations of, the Collection AgentAgent pursuant to the terms hereof. The Parent acknowledges that Agent may, and upon the direction of the Majority Investors the Agent and each Purchaser have relied on the Parent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection Agent. At any time shall, after the occurrence of a Collection Agent Replacement Event, the Agent may Default designate a new as Collection Agent any Person (including itself) to succeed the Parent (LCI Telecom or any successor Collection Agent), on the condition in each case that any such Person so designated shall agree to perform the duties and obligations of the Collection Agent pursuant to the terms hereof. The Agent may notify any Obligor of the Transferred Interest; provided, however, that no such notice may be given by the Agent prior to the occurrence of a Termination Event.
(b) The Parent Collection Agent may, and if requested by with the Agent shallprior written consent of the Agent, delegate its duties and obligations as subcontract with any other Person for the servicing, administering or collecting of the Receivables (any such Person with which the Collection Agent to an Affiliate (acting as a may so sub-collection agent). Notwithstanding such delegationcontract (including, without limitation, the Parent LECs) being a "Sub-Collection Agent" and collectively, the "Sub-Collection Agents"); provided, however, that the Collection Agent shall remain primarily liable for the performance of the duties and obligations so delegated, of the Collection Agent and the Agent and each Purchaser shall have the right to look solely Sub-Collection Agents pursuant to the Parent for such performance. The terms hereof; it being understood and agreed, that (i) the Agent may may, at any time after the occurrence of a any event of the type described in the definition of "Collection Agent Replacement Event remove Default" with respect to any such Sub-Collection Agent, terminate or replace any sub-collection agent.
(c) If replaced, cause the Collection Agent agrees it will terminate, to replace any Sub-Collection Agent and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested (ii) unless otherwise specified by the Agent to facilitate the transition to a new Agent, each Sub-Collection Agent. The 's appointment hereunder shall automatically terminate upon the resignation or removal of the Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent irrevocably agrees to act (if requested to do so) as the datathat appointed such Sub-processing agent for any new Collection Agent in substantially the same manner as the Parent conducted such data-processing functions while it acted as the Collection Agent; provided, however, and it being further understood and agreed that the Parent receives a then market rate compensation for providing such services.appointments of each of the Collection Agent and the Sub-Collection Agents shall terminate on the date occurring
Appears in 1 contract
Sources: Transfer and Administration Agreement (Lci International Inc /Va/)
Appointment of Collection Agent. (a) The servicing, administering and collecting of the Receivables shall be conducted by a Person (the "Collection Agent") designated to so act on behalf of the Purchasers Lenders under this Article III. As the Initial Collection Agent, the The Parent is hereby designated as, and agrees to perform the duties and obligations of, the Collection Agent. The Parent Initial Collection Agent acknowledges that the Administrative Agent, each Lender Agent and each Purchaser Lender have relied on the ParentInitial Collection Agent's agreement to act as Collection Agent (and the agreement of any of the sub-collection agents to so act) in making the decision to execute and deliver this Agreement and agrees that it will not voluntarily resign as Collection AgentAgent nor permit any sub-collection agent to voluntarily resign as a sub-collection agent. At any time after the occurrence of a Collection Agent Replacement Event, the Administrative Agent (with the consent of the Instructing Group or in the case where there are only two Lender Groups and neither Lender Group has a majority of the Commitments, either Lender Agent) may designate a new Collection Agent to succeed the Parent Originator (or any successor Collection Agent).
(b) The Parent Initial Collection Agent may, and if requested by the Administrative Agent shall, delegate its duties and obligations as Collection Agent to an Affiliate (acting as a sub-collection agent). Notwithstanding such delegation, the Parent Initial Collection Agent shall remain primarily liable for the performance of the duties and obligations so delegated, and the Administrative Agent, each Lender Agent and each Purchaser Lender shall have the right to look solely to the Parent Initial Collection Agent for such performance. The Administrative Agent (with the consent of the Instructing Group) may at any time after the occurrence of a Collection Agent Replacement Event remove or replace any sub-collection agent.
(c) If replaced, the Initial Collection Agent agrees it will terminate, and will cause each existing sub-collection agent to terminate, its collection activities in a manner requested by the Administrative Agent to facilitate the transition to a new Collection Agent. The Initial Collection Agent shall cooperate with and assist any new Collection Agent (including providing access to, and transferring, all Records and allowing the new Collection Agent to use all licenses, hardware or software necessary or desirable to collect the Receivables). The Parent Initial Collection Agent irrevocably agrees to act (if requested to do so) as the data-processing agent for any new Collection Agent in substantially the same manner as the Parent Initial Collection Agent conducted such data-processing functions while it acted as the Collection Agent; provided, however, that the Parent receives a then market rate compensation for providing such services.
Appears in 1 contract
Sources: Receivables Loan Agreement (Eagle Picher Technologies LLC)