Common use of Further Action Evidencing Purchases Clause in Contracts

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) purchased by AFC hereunder, or to enable AFC to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicer, each Originator will: (a) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k). Each Originator hereby authorizes AFC or its designee to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of AFC or its designee incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Company, the Servicer or the Administrator may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company or the Administrator, each such Originator will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;appropriate; and (b) deliver on the Closing Date and from time to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivablestime thereafter, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the summary master data processing records reports that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k4.1(j). Each Originator hereby authorizes AFC the Company or its designee or assignee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder, whether now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee or assignee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee or assignee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each Originator Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, the Administrator or any Purchaser Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed, as applicable, to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each Originator the Administrator or any Purchaser Agent, such Transferor will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;necessary; and (b) deliver on the Closing Date and from time to AFC copies time, if requested thereafter, and solely with respect to each Transferor that is also an Originator, post at the financial reporting offices of all Contracts relating such Transferor a legend pursuant to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipmentSection 4.1(i); and. (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k). Each Originator Transferor hereby authorizes AFC the Company or its designee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Transferor, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder now existing or hereafter generated generated, as the case may be, by such OriginatorTransferor. If any Originator Transferor fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Transferor.

Further Action Evidencing Purchases. Each TheEach Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, the Administrator or any Purchaser Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and Related Rights purchased by, and contributed to, the rights related thereto that are of the type described in Section 1.1) purchased by AFC Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each the Administrator or any Purchaser Agent, the Originator will: will execute (a) execute if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k)appropriate. Each TheEach Originator hereby authorizes AFC the Company or its designee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of thesuch Originator, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder and now existing or hereafter generated by such thesuch Originator. If any thesuch Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1thesuch Originator.

Further Action Evidencing Purchases. Each Originator Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, the Administrator or any Purchaser Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed, as applicable, to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each Originator the Administrator or any Purchaser Agent, such Transferor will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;necessary; and (b) deliver on the Closing Date and from time to AFC copies time, if requested thereafter, and solely with respect to each Transferor that is also an Originator, post at the financial reporting offices of all Contracts relating such Transferor a legend pursuant to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k4.1(i). Each Originator Transferor hereby authorizes AFC the Company or its designee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Transferor, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder now existing or hereafter generated generated, as the case may be, by such OriginatorTransferor. If any Originator Transferor fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Transferor.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, the Administrator or any Purchaser Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each the Administrator or any Purchaser Agent, such Originator will: : (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; appropriate; and (b) deliver within 30 days after the First Omnibus Amendment Effective Date and from time to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivablestime, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) requested thereafter, ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k4.1(j). Each Originator hereby authorizes AFC the Company or its designee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder and the rights related thereto that are of the type described in Section 1.1) Related Rights now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Company, the Servicer or the Agent may reasonably request that are necessary or desirable in order to perfect, protect or more fully evidence the Receivables (and Related Rights purchased by, or contributed to, the rights related thereto that are of the type described in Section 1.1) purchased by AFC Company hereunder, or to enable AFC the Company, the Servicer or the Agent to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, the Servicer or the Agent, each Originator will: (a) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment)appropriate; and (cb) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(kSECTION 4.1(J). Each Originator hereby authorizes AFC the Company, the Servicer, the Agent or its designee any of their designees to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company, the Servicer, the Agent or its designee their designees may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of AFC the Company, the Servicer, the Agent or its designee their designees incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1SECTION 9.1.

Further Action Evidencing Purchases. (a) Each Originator of Seller and Servicer agrees that from time to time, time at its Servicer's expense, it will promptly execute and deliver (or, cause the relevant Sub-Servicer to execute and deliver) all further instruments and documents, and take all further action action, that Servicer the Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (Purchases hereunder and the rights related thereto that are of the type described in Section 1.1) purchased by AFC hereunderresulting Undivided Interests, or to enable AFC Purchaser or the Agent to exercise or enforce any of its their respective rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of ServicerAgent's request, each Originator will: (a) Seller or Servicer will execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;appropriate. (b) deliver to AFC copies of all Contracts relating to Seller and Servicer hereby authorize the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k). Each Originator hereby authorizes AFC or its designee Agent to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all maintain the perfection of its security or any of ownership interest in the Receivables (and or the rights related thereto that are of the type described in Section 1.1) Related Security now existing or hereafter generated by such Originatorarising in the name of Seller or Servicer. If any Originator Seller or Servicer fails to perform any of its agreements or obligations under this Agreementany Transaction Document and does not remedy such failure within the applicable cure period, AFC or its designee if any, in the applicable Transaction Document, the Agent may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of AFC or its designee the Agent incurred in connection therewith shall be payable by such non-performing Originator Seller as provided in Section 10.113.01.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, any Agent or any Group Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each any Agent or any Group Agent, such Originator will: will execute (a) execute if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k)necessary. Each Originator hereby authorizes AFC the Company or its designee designees (including, without limitation, any Agent) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold or otherwise conveyed or purported to be conveyed by it hereunder now existing or hereafter generated generated, as the case may be, by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee designees (including, without limitation, any Agent) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Company, the Servicer or the Administrator may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each or the Administrator, such Originator will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;appropriate; and (b) deliver on the Closing Date and from time to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivablestime, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇requested thereafter, m▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k6.1(i). Each Originator hereby authorizes AFC the Company or its designee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (sold or otherwise conveyed or purported to be conveyed by it hereunder and the rights related thereto that are of the type described in Section 1.1) Related Rights now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Company, the Servicer or the Administrator may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company or the Administrator, each such Originator will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;appropriate; and (b) deliver on the Closing Date and from time to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivablestime thereafter, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the summary master data processing records reports that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k6.1(i). Each Originator hereby authorizes AFC the Company or its designee or assignee (including, without limitation, the Administrator) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder, whether now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee or assignee (including, without limitation, the Administrator) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee or assignee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that the Servicer may reasonably request in order to perfect, protect or more fully evidence the Receivables (and Related Rights purchased or contributed by the rights related thereto that are of the type described in Section 1.1) purchased by AFC Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of the Servicer, each such Originator will: (a) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment)appropriate; and (cb) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k4.1(j). Each Originator hereby authorizes AFC the Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights now existing or hereafter generated by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee may (but shall not be required to) itself perform, or cause the 747538185 22708133 20 Purchase and Sale Agreement performance of, such agreement or obligation, and the expenses of AFC the Company or its designee incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.19.1.

Further Action Evidencing Purchases. Each Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, any Agent or any Group Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed, as applicable, to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each any Agent or any Group Agent, such Originator will: will execute (a) execute if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k)necessary. Each Originator hereby authorizes AFC the Company or its designee designees (including, without limitation, any Agent) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Originator, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder now existing or hereafter generated generated, as the case may be, by such Originator. If any Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee designees (including, without limitation, any Agent) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Originator.

Further Action Evidencing Purchases. Each (i) Such Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action action, that Servicer may be necessary or desirable or that the Purchaser may reasonably request in order request, to perfect, protect or more fully evidence the Purchaser's ownership, right, title and interest in the Receivables (sold by such Originator and its rights under the rights related thereto that are of the type described in Section 1.1) purchased by AFC hereunderCharge Account Agreements with respect thereto, or to enable AFC the Purchaser to exercise or enforce any of its rights hereunder or under any other Transaction Documentsuch rights. Without limiting the generality of the foregoing, each Originator will upon the request of Servicer, each Originator will: the Purchaser (aA) execute and file such financing or continuation statements, or amendments thereto or assignments thereofthereto, and such other instruments or notices notices, as may be necessary or appropriate or, in the opinion of the Purchaser, desirable, (B) indicate on its books and records that Receivables have been sold and assigned to perfectthe Purchaser, protect or evidence and provide to the transfer of such Receivables; (b) deliver to AFC Purchaser, upon request, copies of all Contracts relating any such records and (C) contact customers to the transferred Receivables confirm and all records relating to such Contracts and the transferred verify Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and. (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k). Each Such Originator hereby irrevocably authorizes AFC or its designee the Purchaser to file one or more financing or continuation statements, and amendments thereto and assignments thereofthereto, relative to all or any part of the Receivables (and the rights related thereto that are of the type described in Section 1.1) now existing or hereafter generated sold by such Originator. , or the underlying Charge Account Agreements with respect thereto, without the signature of such Originator where permitted by law. (iii) If any such Originator fails to perform any of its agreements or obligations under this Agreement, AFC or its designee the Purchaser may (but shall not be required to) itself perform, or cause performance of, such agreement agreements or obligationobligations, and the expenses of AFC or its designee the Purchaser incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1SECTION 8.05.

Further Action Evidencing Purchases. Each Originator and Servicer agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Initial Purchaser may reasonably request in order to perfect, protect or more fully evidence the Initial Purchaser's ownership of the Receivables (and the rights related thereto that are of the type described in Section 1.1Related Rights) purchased by AFC the Initial Purchaser hereunder, or to enable AFC the Initial Purchaser to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Initial Purchaser, each Originator and Servicer will: (a) execute and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;appropriate; and (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇mark ▇▇▇ the summary master control data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(kSECTION 4.1(j). Each Originator and Servicer hereby authorizes AFC the Initial Purchaser or its designee to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1Related Rights) now existing or hereafter generated by such Originator. If any Originator and Servicer fails to perform any of its agreements or obligations under this Agreement, AFC the Initial Purchaser or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of AFC the Initial Purchaser or its designee incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1SECTION 10.6.

Further Action Evidencing Purchases. Each Originator Transferor agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company, the Servicer, any Agent or any Group Agent may reasonably request in order to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights purchased by AFC or contributed, as applicable, to the Company hereunder, or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicerthe Company, each Originator any Agent or any Group Agent, such Transferor will: (a) execute (if applicable), authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables;necessary; and (b) deliver on the Closing Date and from time to AFC copies time, if requested thereafter, and solely with respect to each Transferor that is also an Originator, post at the financial reporting offices of all Contracts relating such Transferor a legend pursuant to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment); and (c) ▇▇▇▇ the master data processing records that evidence or list (i) such Receivables and (ii) related Contracts with the legend set forth in Section 5.1(k4.1(i). Each Originator Transferor hereby authorizes AFC the Company or its designee designees (including, without limitation, any Agent) to file one or more financing or continuation statements, and amendments thereto and assignments thereof, without the signature of such Transferor, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1) Related Rights sold, contributed or otherwise conveyed or purported to be conveyed by it hereunder now existing or hereafter generated generated, as the case may be, by such OriginatorTransferor. If any Originator Transferor fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee designees (including, without limitation, any Agent) may (but shall not be required to) itself perform, or cause the performance of, such agreement or obligation, and the expenses of AFC the Company or its designee (including, without limitation, the Administrator) incurred in connection therewith shall be payable by such non-performing Originator as provided in Section 10.1Transferor.

Further Action Evidencing Purchases. Each The Originator agrees that from time to time, at its expense, it will promptly execute and deliver all further instruments and documents, and take all further action that Servicer the Company or Servicer, the Agent or the Insurer may reasonably request or that may be otherwise necessary or desirable in order to establish or maintain a valid and enforceable ownership interest in the Receivables and Related Rights and Collections and other proceeds with respect thereto, and a perfected security interest in the items described in SECTION 1.5, in each case free and clear of any Adverse Claim, excepting only Permitted Liens, in favor of the Company including, without limitation, taking such action to perfect, protect or more fully evidence the Receivables (and the rights related thereto that are interest of the type described in Section 1.1) purchased by AFC hereunder, Company under this Agreement or to enable AFC the Company to exercise or enforce any of its rights hereunder or under any other Transaction Document. Without limiting the generality of the foregoing, upon the request of Servicer, each Originator willwill at Originator's expense: (a) execute upon the request of the Company or the Insurer and the Agent authorize and file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices notices, as may be necessary or appropriate to perfect, protect or evidence the transfer of such Receivables; (b) deliver to AFC copies of all Contracts relating to the transferred Receivables and all records relating to such Contracts and the transferred Receivables, whether in hard copy or in magnetic tape or diskette format (which if in magnetic tape or diskette format shall be compatible with AFC’s computer equipment)appropriate; and (cb) ▇▇▇▇ the summary master control data processing records that evidence or list (i) such relating to the Receivables and (ii) related Contracts with the legend set forth in Section 5.1(kSECTION 4.1(i). Each The Originator hereby authorizes AFC the Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignments thereof, relative to all or any of the Receivables (and the rights related thereto that are of the type described in Section 1.1Related Rights) now existing or hereafter generated by such the Originator. If any the Originator fails to perform any of its agreements or obligations under this Agreement, AFC the Company or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of AFC the Company or its designee incurred in connection therewith shall be payable by such non-performing the Originator as provided in Section 10.1SECTION 10.6.