Designation of the Master Servicer Clause Samples
Designation of the Master Servicer. (a) AGCO France hereby acknowledges that the servicing, administration and collection of the Purchased Receivables shall be conducted by the Person appointed by the Agent and the Company as the “Master Servicer” from time to time in accordance with Clause 2.1 of the Receivables Servicing Agreement. Without prejudice to Clause 5.2, AGCO France expressly consents to the taking of all actions by the Master Servicer and agrees to comply with any request of the Master Servicer that the Master Servicer deems necessary in order to permit the Master Servicer to perform its duties.
(b) Without limiting any other provision of this Agreement:
(i) the Company, the Company’s assigns or the Agent shall be entitled, at any time when a Termination Event or Potential Termination Event exists, to notify Obligors (by delivering Obligor Notifications or otherwise) of the assignment of the Purchased Receivables and the Related Assets hereunder and the Company’s ownership of such Purchased Receivables and Related Assets, and the security interest of the Agent and the Secured Parties in, Purchased Receivables and the other Affected Assets and/or direct the Obligors that payment of all amounts payable under any Receivable be made directly to the Company or its assigns;
(ii) upon the request of the Company, any assignee of the Company or the Agent, AGCO France shall, at its own expense, at any time when a Termination Event or Potential Termination Event exists, give notice that Purchased Receivables and the Related Assets have been assigned to the Company hereunder, the Company’s ownership of the Purchased Receivables and the Related Assets, and the security interest of the Agent and the other Secured Parties in the Purchased Receivables and other Affected Assets to each Obligor and/or direct that payments be made directly to the Agent or its designee and/or execute any power of attorney or other similar instrument and/or take any other action necessary or desirable to give effect to such notice and directions, including any action required to be taken so that the obligations or other indebtedness of such Obligor in respect of any Purchased Receivables or Related Asset may no longer be legally satisfied by payment to AGCO France or any of its Affiliates; and
(iii) upon the request of the Company, any assignee of the Company or the Agent, at any time when Termination Event or Potential Termination Event exists, AGCO France, at its own expense shall, and shall cause each of its Subs...
Designation of the Master Servicer. The servicing, administration and collection of the Pool Receivables shall be conducted by such Person (the “Master Servicer”) so designated from time to time in accordance with this Section 6.
Designation of the Master Servicer. (a) The servicing, administration and collection of the Pool Receivables shall be conducted by such Person (the “Master Servicer”) so designated from time to time in accordance with this Section 6.1. AC is hereby designated as, and ▇▇▇▇▇▇ agrees to perform the duties and obligations of, the Master Servicer pursuant to the terms of this Agreement. At any time after the occurrence and during the continuance of an Amortization Event (a “Master Servicer Termination Event”), the Administrative Agent and the Required Lenders may, upon written notice to the current Master Servicer and ▇▇▇▇▇▇▇▇, designate as the Master Servicer any Person to succeed AC or any successor Master Servicer.
(b) Master Servicer may delegate to Precoat Mezzanine LLC and the other Originators, as sub-servicers of the Master Servicer (each, a “Sub-Servicer”), certain of its duties and responsibilities as the Master Servicer hereunder in respect of the Receivables originated by such other Originators, so long as such delegation does not cause Intermediate SPE or the Borrower to be subject to taxation in any jurisdiction outside of the United States. Without the prior written consent of the Administrative Agent, the Required Lenders and the Borrower, the Master Servicer shall not be permitted to delegate any of its duties or responsibilities as the Master Servicer to any Person other than (i) the Originators, including any Sub-Servicer, and (ii) with respect to certain Charged-Off Receivables, outside collection agencies in accordance with its customary practices. None of the Sub-Servicers shall be permitted to further delegate to any other Person any of the duties or responsibilities of the Master Servicer delegated to it by Master Servicer. If at any time following the occurrence of a Master Servicer Termination Event, the Required Lenders shall designate as the Master Servicer any Person other than AC, all duties and responsibilities theretofore delegated by AC to any of the Sub-Servicers shall automatically be terminated.
(c) Notwithstanding the foregoing subsection (b), (i) the Master Servicer shall be and remain primarily liable for the full and prompt performance of all duties and responsibilities of the Master Servicer hereunder in accordance with the terms hereof and (ii) the Administrative Agent and the Lenders shall be entitled to deal exclusively with the Master Servicer in matters relating to the discharge by the Master Servicer of its duties and responsibilities hereunder. The ...
Designation of the Master Servicer. 29 Section 6.2 Duties of the Master Servicer. 29 Section 6.3 Collection Accounts 31 Section 6.4 Notice of Exclusive Control 31 Section 6.5 Responsibilities under Contracts 32 Section 6.6 Reports. 32 Section 6.7 Servicing Fees 32 ARTICLE VII. AMORTIZATION EVENTS 32 Section 7.1 Amortization Events 32 Section 7.2 Remedies 36 -i- ARTICLE VIII. INDEMNIFICATION 36