Common use of Purchase Records Clause in Contracts

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a) and (b). For the avoidance of doubt, no failure by the Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, to Buyer hereunder.

Appears in 1 contract

Sources: Sale and Contribution Agreement (Centuri Holdings, Inc.)

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Financing Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator Seller upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator Seller on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator Seller during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a3.2(a) and (b). Without limiting the foregoing, Seller shall at all times maintain proper records of (x) capital contributions made to the Buyer hereunder and (y) Seller’s capital account with respect to its membership interests in the Buyer, in each case, in accordance with the Buyer’s limited liability company agreement. For the avoidance of doubt, no failure by the Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, to Buyer hereunder.

Appears in 1 contract

Sources: Second Tier Sale and Contribution Agreement (E.W. SCRIPPS Co)

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator on each Payment Date during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and; (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a) and (b). ; and (d) the calculations of the increase in the capital account of Mativ in the Buyer for contributions, and the decrease in the capital account of Mativ in the Buyer for any distributions made during the calendar month immediately preceding such Monthly Purchase Record Date, For the avoidance of doubt, no failure by the any Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, to Buyer hereunder.

Appears in 1 contract

Sources: Sale and Contribution Agreement (Mativ Holdings, Inc.)

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Financing Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a3.2(a) and (b). Without limiting the foregoing, the Originators shall at all times maintain proper records of (x) capital contributions made to the Buyer hereunder and (y) each Originator’s capital account with respect to its membership interests in the Buyer, in each case, in accordance with the Buyer’s limited liability company agreement. For the avoidance of doubt, no failure by the Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, conveyed to Buyer hereunder.

Appears in 1 contract

Sources: Sale and Contribution Agreement (Xperi Inc.)

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and or contributed to the capital of, the Buyer from any Originator on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and or contributed to the capital of, the Buyer from any Originator on each Payment Date during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and; (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a) and (b); and (d) the calculations of the increase in the capital account of KHLP in the Buyer for contributions, and the decrease in the capital account of KHLP in the Buyer for any distributions made during the calendar month immediately preceding such Monthly Purchase Record Date. For the avoidance of doubt, no failure by the any Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, to Buyer hereunder.

Appears in 1 contract

Sources: Sale and Contribution Agreement (Kinetik Holdings Inc.)

Purchase Records. On the Closing Date and on or prior to each date when a Monthly Report is due to be delivered under the Receivables Purchase Financing Agreement (each such date, a “Monthly Purchase Record Date”), the Servicer shall record in its books and records, which it shall maintain and make available to the Buyer and each Originator upon request, the following information (the “Purchase Records”): (a) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator on the Closing Date (in the case of the Purchase Records to be recorded on the Closing Date); (b) Receivables purchased by, and contributed to the capital of, the Buyer from any Originator during the calendar month immediately preceding such Monthly Purchase Record Date (in the case of each Monthly Purchase Record Date after the Closing Date); and (c) the calculations of reductions of the Purchase Price for any Receivables as provided in Section 3.3(a3.2(a) and (b). Without limiting the foregoing, the Originators shall at all times maintain proper records of (x) capital contributions made to the Buyer hereunder and (y) each Originator’s capital account with respect to its membership interests in the Buyer, in each case, in accordance with the Buyer’s limited liability company agreement. For the avoidance of doubt, no failure by the Servicer to maintain any Purchase Records, or the existence of any error therein, shall derogate from the Buyer’s and its assigns’, right, title and interest in, to or under any Receivables or Related Rights conveyed or purported to be conveyed, whether by purchase or contribution, to Buyer hereunder.

Appears in 1 contract

Sources: First Tier Sale and Contribution Agreement (E.W. SCRIPPS Co)