Removal of Originators. Any Originator hereunder may be removed from this Agreement with the prior written consent of the Company, the Administrative Agent and each Purchaser, in each case in its sole discretion; provided that (i) the following conditions are satisfied on or before the date of such removal: (a) the Servicer shall have given the Company, the Administrative Agent and each Purchaser at least thirty days’ prior written notice of such proposed removal and the identity of such Originator and shall have provided such other information with respect to such Originator as the Administrative Agent or any Purchaser may reasonably request; (b) such proposed removed Originator has executed and delivered to the Company, each other Originator, the Administrative Agent and each Purchaser an amendment to this Agreement effecting the removal of such Originator in form and substance acceptable to the Administrative Agent and each Purchaser; and (c) no Termination Event or Incipient Termination Event shall have occurred and be continuing immediately after giving effect to the removal of such Originator. After giving effect to the removal of any Originator, such removed Originator shall no longer be party to this Agreement or any other Transaction Document and shall no longer have any obligations or rights thereunder (other than such obligations which by their express terms survive termination of this Agreement or such other Transaction Document).
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Sources: Receivables Purchase Agreement and Purchase and Sale Agreement (Armstrong World Industries Inc), Purchase and Sale Agreement (Armstrong World Industries Inc)
Removal of Originators. Any Originator hereunder may be removed from this Agreement with the prior written consent of the Company, the Administrative Agent Administrator and each Purchaser, in each case in its sole discretionPurchaser Agent; provided that (i) the following conditions are satisfied on or before the date of such removal:
(a) the Servicer shall have given the Company, the Administrative Agent Administrator and each Purchaser Agent at least thirty days’ prior written notice of such proposed removal and the identity of such Originator and shall have provided such other information with respect to such Originator as the Administrative Agent Administrator or any Purchaser Agent may reasonably request;
(b) such proposed removed Originator has executed and delivered to the Company, each other Originator, the Administrative Agent Administrator and each Purchaser Agent an amendment to this Agreement effecting the removal of such Originator in form and substance acceptable to the Administrative Agent Administrator and each Purchaser; andPurchaser Agent which shall include, among other things, a statement by each Originator certifying that its representations and warranties contained in Article V, as from time to time amended in accordance with the terms hereof, are true and correct in all material respects on and as of such day, with the same effect as though made on and as of such day;
(c) no Purchase and Sale Termination Date or Unmatured Purchase and Sale Termination Date shall have occurred and be continuing either before or immediately after giving effect to the removal of such Originator; and
(d) no Termination Event or Incipient Unmatured Termination Event shall have occurred and be continuing either before or immediately after giving effect to the removal of such Originator. 9205569 09039541 After giving effect to the removal of any Originator, such removed Originator shall no longer be party to this Agreement or any other Transaction Document and shall no longer have any obligations or rights thereunder (other than such obligations which by their express terms survive termination of this Agreement or such other Transaction Document).
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