Common use of Reassignment of Purchased Receivables Clause in Contracts

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable repurchased by the Seller under Section 5.1 of this Agreement, the Purchaser shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) shall take such steps as may be reasonably requested by the Seller in order to assign to the Seller all of the Purchaser's right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of the Purchaser or the Issuer. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that the Seller may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Purchaser shall, at the expense of the Seller, take such steps as the Seller deems reasonably necessary to enforce the Receivable, including bringing suit in the Purchaser's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable Receivables repurchased by Triad or deposit with the Seller Indenture Trustee of a Replacement Receivable under Section 5.1 of this Agreement5.1, the Purchaser shallCompany, without further actionthe Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by Triad, be deemed at the expense of Triad, to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) shall take such steps as may be reasonably requested by the Seller in order to assign to the Seller Triad all of the PurchaserCompany's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser directly relating theretoReceivables, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of the Purchaser or the Issuer. Such such assignment shall be a sale and being an assignment outright, outright and not for security; and Triad shall thereupon own such Receivables and all such Other Conveyed Property, free of any further obligation to the Company, the Trust, the Indenture Trustee or the Noteholders with respect thereto. The Company shall take any and all actions reasonably requested by Triad, at the expense of Triad, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, or a replaced Receivable in any enforcement suit or legal proceeding, it is held that the Seller Triad may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Purchaser Company shall, at the expense of the SellerTriad, take such steps as the Seller Triad deems reasonably necessary to enforce the Receivable, including bringing suit in the PurchaserCompany's name.

Reassignment of Purchased Receivables. Upon deposit in into the Collection Account account or accounts designated by the Purchaser of the Purchase Amount of price paid to the Purchaser for any Receivable repurchased purchased by the Seller Maxtor under Section 5.1 6.1 or upon the Contribution of this Agreementreplacement Receivables pursuant to Section 6.1, the Purchaser shall, without further action, be deemed to transfer, assign, set-over shall (and otherwise convey to shall request the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing AgreementCollateral Agent to) shall take such steps as may be reasonably requested by the Seller Maxtor in order to assign to the Seller Maxtor all of the Purchaser's right, title and interest in and to such Receivable the Receivables being repurchased or replaced and all security and documents and all Other Conveyed Property conveyed Conveyed to the Purchaser directly relating related thereto, without recourse, representation or warrantywarranty of any kind, except as to the absence of Liens liens, charges or encumbrances created by or arising solely as a result of actions of the Purchaser or the IssuerCollateral Agent. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that the Seller Maxtor may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Purchaser shall, at the expense of the SellerMaxtor, take such steps as the Seller Maxtor, deems reasonably necessary to enforce the such Receivable, including bringing suit in the Purchaser's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable Receivables repurchased by the Seller PAC under Section 5.1 of this Agreement5.1, Paragon Auto, the Purchaser shallOwner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PAC, without further actionat the expense of PAC, be deemed to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, to PAC all of Paragon Auto's, the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, Indenture Trustee's and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) shall take such steps as may be reasonably requested by the Seller in order to assign to the Seller all of the PurchaserTrust's right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser directly relating theretoReceivables, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of the Purchaser or the Issuer. Such such assignment shall be a sale and being an assignment outright, outright and not for security; and PAC shall thereupon own such Receivables and all such Other Conveyed Property with respect to such Receivables, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee, the Note Insurer or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that the Seller PAC may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Purchaser Paragon Auto shall, at the expense of the SellerPAC, take such steps as the Seller PAC deems reasonably necessary to enforce the Receivable, including bringing suit in the PurchaserParagon Auto's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Transferred Receivable repurchased by the Seller ACC or OFL-A under Section 5.1 of this Agreement6.1 or Section 6.2, the Purchaser shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) each Investor shall take such steps as may be reasonably requested by ACC or OFL-A, as the Seller case may be, in order to assign to ACC or OFL-A, as the Seller case may be, all of the Purchaser's and each Investor's right, title and interest in and to such Transferred Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser and each Investor directly relating thereto, without recourse, representation or warranty, except as to the absence of Liens liens, charges or encumbrances created by or arising as a result of actions of the Purchaser or the Issuerany Investor. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Transferred Receivable, in any enforcement suit or legal proceeding, it is held that ACC or OFL-A, as the Seller case may not be, enforce any such Transferred Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Transferred Receivable, the Purchaser and each Investor shall, at the expense of ACC or OFL-A, as the Sellercase may be, take such steps as ACC or OFL-A, as the Seller case may be, deems reasonably necessary to enforce the Transferred Receivable, including bringing suit in the Purchaser's or each Investor's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable Receivables repurchased by Triad or deposit with the Seller Indenture Trustee of a Replacement Receivable under Section 5.1 of this AgreementSECTION 5.1, the Purchaser shallCompany, without further actionthe Owner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by Triad, be deemed at the expense of Triad, to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) shall take such steps as may be reasonably requested by the Seller in order to assign to the Seller Triad all of the PurchaserCompany's, the Indenture Trustee's and the Trust's right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser directly relating theretoReceivables, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of the Purchaser or the Issuer. Such such assignment shall be a sale and being an assignment outright, outright and not for security; and Triad shall thereupon own such Receivables and all such Other Conveyed Property, free of any further obligation to the Company, the Trust, the Indenture Trustee or the Noteholders with respect thereto. The Company shall take any and all actions reasonably requested by Triad, at the expense of Triad, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, or a replaced Receivable in any enforcement suit or legal proceeding, it is held that the Seller Triad may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Purchaser Company shall, at the expense of the SellerTriad, take such steps as the Seller Triad deems reasonably necessary to enforce the Receivable, including bringing suit in the PurchaserCompany's name.

Reassignment of Purchased Receivables. Upon deposit in into the Collection Account account or accounts designated by the Purchaser of the Purchase Amount of price paid to the Purchaser for any Receivable repurchased purchased by the Seller Maxtor under Section 5.1 6.1 or upon the Contribution of this Agreementreplacement Receivables pursuant to Section 6.1, the Purchaser shall, without further action, be deemed to transfer, assign, set-over shall (and otherwise convey to shall request the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing AgreementAgent to) shall take such steps as may be reasonably requested by the Seller Maxtor in order to assign to the Seller Maxtor all of the Purchaser's right, title and interest in and to such Receivable the Receivables being repurchased or replaced and all security and documents and all Other Conveyed Property conveyed Conveyed to the Purchaser directly relating related thereto, without recourse, representation or warrantywarranty of any kind, except as to the absence of Liens liens, charges or encumbrances created by or arising solely as a result of actions of the Purchaser or the IssuerAgent. Such assignment shall be a sale and assignment outright, and not for security. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that the Seller Maxtor may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the such Receivable, the Purchaser shall, at the expense of the SellerMaxtor, take such steps as the Seller Maxtor, deems reasonably necessary to enforce the such Receivable, including bringing suit in the Purchaser's name.

Reassignment of Purchased Receivables. Upon deposit in the Collection Account of the Purchase Amount of any Receivable Receivables repurchased by the Seller PAC under Section 5.1 of this Agreement5.1, Paragon Auto, the Purchaser shallOwner Trustee and the Indenture Trustee shall take any and all actions reasonably requested by PAC, without further actionat the expense of PAC, be deemed to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, to PAC all of Paragon Auto's, the right, title and interest of the Purchaser in, to and under such repurchased Receivable, all other related Other Conveyed Property and all monies due or to become due with respect thereto and all proceeds thereof, Indenture Trustee's and the Purchaser and the Issuer (pursuant to Section 3.3 of the Sale and Servicing Agreement) shall take such steps as may be reasonably requested by the Seller in order to assign to the Seller all of the PurchaserTrust's right, title and interest in and to such Receivable and all security and documents and all Other Conveyed Property conveyed to the Purchaser directly relating theretoReceivables, without recourse, representation or warranty, except as to the absence of Liens created by or arising as a result of actions of the Purchaser or the Issuer. Such such assignment shall be a sale and being an assignment outright, outright and not for security; and PAC shall thereupon own such Receivables and all such other Conveyed Property, free of any further obligation to Paragon Auto, the Trust, the Indenture Trustee or the Noteholders with respect thereto. Paragon Auto shall take any and all actions reasonably requested by PAC, at the expense of PAC, to release its security interest in each such Receivable and in the Other Conveyed Property with respect thereto. If, following the reassignment of a Purchased Receivable, in any enforcement suit or legal proceeding, it is held that the Seller PAC may not enforce any such Receivable on the ground that it shall not be a real party in interest or a holder entitled to enforce the Receivable, the Purchaser Paragon Auto shall, at the expense of the SellerPAC, take such steps as the Seller PAC deems reasonably necessary to enforce the Receivable, including bringing suit in the PurchaserParagon Auto's name.