Common use of Conditions Precedent to All Sales Clause in Contracts

Conditions Precedent to All Sales. Each Sale hereunder (including the initial Sale) shall be subject to satisfaction of the following further conditions precedent as of the Transfer Date therefor: (a) (i) the Administrative Agent shall not have declared the Commitment Termination Date to have occurred following the occurrence of a Termination Event, and (ii) the Commitment Termination Date shall not have automatically occurred, in either event, in accordance with Section 8.01 of the Credit Agreement; and (b) each Seller shall have taken such other action, including delivery of approvals, consents, opinions, documents and instruments to Buyer as Buyer may reasonably request. The acceptance by any Seller of the Purchase Price for any Transferred Receivables on any Transfer Date shall be deemed to constitute, as of any such Transfer Date, a representation and warranty by such Seller that the conditions precedent set forth in this Article III have been satisfied. Upon any such acceptance, title to the Transferred Receivables sold on such Transfer Date shall be vested absolutely in Buyer, whether or not such conditions were in fact so satisfied.