Common use of Further Action Evidencing Purchases Clause in Contracts

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related Assets) purchased by the Buyer hereunder, or to enable the Buyer 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 Buyer, each Seller will: (a) file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (b) ▇▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i). Each Seller hereby authorizes the Buyer or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Receivables (and the Related Assets) now existing or hereafter sold by such Seller. If such Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer or its designee incurred in connection therewith shall be payable by such Seller.

Appears in 2 contracts

Sources: Receivables Sale Agreement (Quest Diagnostics Inc), Receivables Sale Agreement (Quest Diagnostics Inc)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Company may reasonably request in order to perfect, protect or more fully evidence the BuyerCompany's ownership of the Receivables generated conveyed by such Seller to the Company hereunder (and the Related AssetsRights) purchased by the Buyer hereunder, or to enable the Buyer 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 BuyerCompany, each Seller 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; and (b) ▇▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i4.1(i). Each Seller hereby authorizes the Buyer Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative related to all or any of the Receivables conveyed by such Seller to the Company hereunder (and the Related AssetsRights) now existing or hereafter sold by such Seller. If such any Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer Company or its designee may (but shall not be required to) itself itself, on behalf of such Seller, perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer Company or its designee incurred in connection therewith shall be payable by such SellerSeller as provided in Section 10.6.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Cadmus Communications Corp/New)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Company may reasonably request in order to perfect, protect or more fully evidence the BuyerCompany's ownership of the Receivables generated conveyed by such Seller to the Company hereunder (and the Related AssetsRights) purchased by the Buyer hereunder, or to enable the Buyer 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 BuyerCompany, each Seller 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; and (b) ▇▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i9.2(i). Each Seller hereby authorizes the Buyer Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative related to all or any of the Receivables conveyed by such Seller to the Company hereunder (and the Related AssetsRights) now existing or hereafter sold by such Seller. If such any Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer Company or its designee may (but shall not be required to) itself itself, on behalf of such Seller, perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer Company or its designee incurred in connection therewith shall be payable by such SellerSeller as provided in Section 10.6.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Cadmus Communications Corp/New)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Agent may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related Assets) Undivided Interests purchased by the Buyer Purchasers hereunder, or to enable any Purchaser or the Buyer Agent to exercise or enforce any of its their respective rights hereunder or under any other Transaction Documentthe Certificate. Without limiting the generality of the foregoing, each domestic Seller will upon the request of the Buyer, each Seller will: Agent: (ai) 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; and (bii) mark ▇▇▇spicuously each Contract evidencing each Pool Receivable generated by it with a legend, acceptable to the Agent, evidencing that such Undivided Interests have been sold in accordance with this Agreement; and (iii) mark ▇▇the summary master control data processing records evidencing any Pool Receivables and related Contracts with the legend set forth in Section 3.1(i)such legend. Each domestic Seller hereby authorizes the Buyer or its designee Agent to file one or more financing or continuation statements, and amendments thereto and assignment assignments thereof, relative to all or any of the Pool Receivables (and the Related Assets) Security now existing or hereafter sold by arising in the name of such Seller. If such any Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer or its designee Agent may (but shall not be required to) itself perform, or cause performance of, such agreement Agreement or obligation, and the expenses of the Buyer or its designee Agent incurred in connection therewith shall be payable by such SellerSellers, jointly and severally, as provided in Section 12.01.

Appears in 1 contract

Sources: Receivables Purchase Agreement (Applied Power Inc)

Further Action Evidencing Purchases. Each Seller Originator agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Company or Servicer (if other than Originator or an Affiliate thereof) may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related AssetsSecurity) purchased by by, or contributed to, the Buyer Company hereunder, or to enable the Buyer Company to exercise or enforce any of its rights hereunder or under any other Transaction Loan Document. Without limiting the generality of the foregoing, upon the request of the BuyerCompany, each Seller 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; and (b) ▇▇▇▇ make a notation in its books and records, including its computer files, to indicate that the summary master control data processing records with Receivables have been sold or contributed to the legend set forth in Section 3.1(i)Company. Each Seller Originator hereby authorizes the Buyer Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignment assignments thereof, relative to all or any of the Receivables (and the Related AssetsSecurity) now existing or hereafter sold generated by such SellerOriginator. If such Seller Originator fails to perform any of its agreements or obligations under this Agreement, the Buyer 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 the Buyer Company or its designee incurred in connection therewith shall be payable by such SellerOriginator as provided in Section 10.6.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Prosource Inc)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Agent may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related Assets) Undivided Interests purchased by the Buyer Purchaser hereunder, or to enable Purchaser or the Buyer Agent to exercise or enforce any of its their respective rights hereunder or under any other Transaction Documenthereunder. Without limiting the generality of the foregoing, Seller will upon the request of the Buyer, each Seller will: Agent: (ai) 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; and (bii) ▇▇▇▇ conspicuously each Contract evidencing each Pool Receivable generated by it with a legend, acceptable to the summary Agent, evidencing that such Undivided Interests have been sold in accordance with this Agreement; and (iii) ▇▇▇▇ its master control data processing records evidencing any Pool Receivables and related Contracts with the legend set forth in Section 3.1(i)such legend. Each Seller hereby authorizes the Buyer or its designee Agent to file one or more financing or continuation statements, and amendments thereto and assignment assignments thereof, relative to all or any of the Pool Receivables (and the Related Assets) now existing or hereafter sold by such arising in the name of Seller. If such Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer or its designee Agent may (but shall not be required to) itself perform, or cause performance of, such agreement Agreement or obligation, and the expenses of the Buyer or its designee Agent incurred in connection therewith shall be payable by such SellerSeller as provided in Section 12.01.

Appears in 1 contract

Sources: Receivables Purchase Agreement (Applied Power Inc)

Further Action Evidencing Purchases. Each Seller agrees that from ----------------------------------- time to time, at its expense, it will promptly, upon reasonable request by Buyer, Servicer or Trustee, execute and deliver all further instruments and documents, and take all further action, in order to perfect, protect or more fully evidence the Purchase by Buyer of the Purchased Assets under this Agreement, or to enable Buyer to exercise or enforce any of its rights under any Transaction Document. Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documentspromptly, and upon request, take all further action that the Buyer Buyer, Servicer or Trustee may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership Purchase or contribution of the Receivables generated by such Seller (and the Related Assets) purchased by the Buyer hereunder, Purchased Assets or to enable Buyer or Trustee (as the Buyer assignee of Buyer) 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 Buyer, each Seller will:. (ai) file such financing or continuation statements, or amendments thereto or assignments thereof, and such other instruments or notices, as may be necessary or appropriate; and (b) ▇▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i). Each Seller hereby authorizes the Buyer or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Receivables (and the Related Assets) now existing or hereafter sold by such Seller. If such Seller fails to perform any of its agreements or obligations under this Agreement and does not remedy the failure within the applicable cure period, if any, and (ii) Buyer in good faith reasonably believes that the performance of such agreements and obligations is necessary or appropriate to protect its interests under this Agreement, the then Buyer or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, obligation and the reasonable expenses of the Buyer or its designee or assignee incurred in connection therewith with such performance shall be payable by such Seller.Seller as provided in Section 9.1. -----------

Appears in 1 contract

Sources: Purchase and Sale Agreement (Healthcare Financial Partners Inc)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related Assets) purchased by the Buyer hereunder, or to enable the Buyer 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 Buyer, each Seller 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; and (b) ▇▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i). Each Seller hereby authorizes the Buyer or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Receivables (and the Related Assets) now existing or hereafter sold by such Seller. If such Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer or its designee incurred in connection therewith shall be payable by such Seller.

Appears in 1 contract

Sources: Receivables Sale Agreement (Quest Diagnostics Inc)

Further Action Evidencing Purchases. Each The Seller agrees that from time ----------------------------------- to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Servicer may reasonably request in order to perfect, protect or more fully evidence the Buyer's ownership of the Receivables generated by such Seller (and the Related Assets) Rights purchased by or contributed to the Buyer Company hereunder, or to enable the Buyer 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 BuyerServicer, each the Seller 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; and (b) ▇▇▇▇ 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 3.1(i4.1(j). Each -------------- The Seller hereby authorizes the Buyer Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignment assignments thereof, relative to all or any of the Receivables (and the Related Assets) Rights now existing or hereafter sold acquired or generated by such the Seller. If such the Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer 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 the Buyer Company or its designee incurred in connection therewith shall be payable by such Seller.the Seller as provided in Section 9.1. -----------

Appears in 1 contract

Sources: Purchase and Sale Agreement (KPMG Consulting Inc)

Further Action Evidencing Purchases. Each Seller Originator agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer P&L or any of its assigns may reasonably request in order to perfect, protect or more fully evidence the BuyerP&L's ownership of the Receivables generated by such Seller Originator (and the Related AssetsSecurity) purchased by the Buyer P&L hereunder, or to enable the Buyer P&L 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 BuyerP&L or any of its assigns, each Seller 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; and (b) ▇▇▇▇ the summary its master control data processing records ledger with the legend set forth in Section 3.1(i). Each Seller Originator hereby authorizes the Buyer P&L or its designee designees or assigns to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Receivables (and the Related AssetsSecurity) now existing or hereafter sold by such SellerOriginator. If such Seller Originator fails to perform any of its agreements or obligations under this Agreement, the Buyer P&L or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer P&L or its designee incurred in connection therewith shall be payable by such SellerOriginator.

Appears in 1 contract

Sources: Receivables Sale Agreement (P&l Coal Holdings Corp)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer may reasonably request in order to perfect, protect or more fully evidence the Buyer's ’s ownership of the Receivables generated by such Seller (and the Related AssetsSecurity) purchased by the Buyer hereunder, or to enable the Buyer 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 Buyer, each Seller will: (a) authorize Buyer to 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; and (b) ▇▇▇▇ the summary its master control data processing records ledger with the legend set forth in Section 3.1(i3.1(c). Each Seller hereby authorizes the Buyer or its designee designees or assigns to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Receivables (and the Related Assetsrelated Security) now existing or hereafter sold by such Sellersold. If such Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer or its designee may (but shall not be required to) itself perform, or cause performance of, such agreement or obligation, and the expenses of the Buyer or its designee incurred in connection therewith shall be payable by such Seller.

Appears in 1 contract

Sources: Receivable Sales Agreement (General Datacomm Industries Inc)

Further Action Evidencing Purchases. Each Seller agrees that from time to time, at its expense, it will promptly execute (if required) and deliver all further instruments and documents, and take all further action that the Buyer Company may reasonably request in order to perfect, protect or more fully evidence the BuyerCompany's ownership of the Transferred Receivables generated by such Seller (and the Related AssetsRights) purchased by the Buyer Company from such Seller hereunder, or to enable the Buyer 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 BuyerCompany, each Seller will: (a) execute (if necessary) 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; and (b) mark ▇▇▇ the summary master control data processing records with the legend set forth in Section 3.1(i4.1(i). Each Seller hereby authorizes the Buyer Company or its designee to file one or more financing or continuation statements, and amendments thereto and assignment thereof, relative to all or any of the Transferred Receivables (and the Related AssetsRights) now existing or hereafter contributed or sold by such each Seller. If such each Seller fails to perform any of its agreements or obligations under this Agreement, the Buyer 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 the Buyer Company or its designee incurred in connection therewith shall be payable by such Sellereach Seller as provided in Section 10.6.

Appears in 1 contract

Sources: Purchase and Sale Agreement (Mascotech Inc)