SCHEDULES Schedule. I List and Location of Each Originator Schedule II Location of Books and Records of Originators Schedule III Trade Names Schedule IV Notice Addresses EXHIBITS Exhibit A Form of Purchase Report Exhibit B Form of Subordinated Note Exhibit C Form of Joinder Agreement 1. The Buyer is a special purpose limited liability company, all of the issued and outstanding membership interests of which are owned by ▇▇▇▇▇▇ (“Contributing Originator”). 2. The Originators generate Receivables in the ordinary course of their businesses. 3. The Originators wish to sell and/or, in the case of the Contributing Originator, contribute Receivables and the Related Rights to the Buyer, and the Buyer is willing to purchase and/or accept such Receivables and the Related Rights from the Originators, on the terms and subject to the conditions set forth herein. 4. The Originators and the Buyer intend each such transaction to be a true sale and/or, in the case of the Contributing Originator, an absolute contribution and conveyance of Receivables and the Related Rights by each Originator to the Buyer, providing the Buyer with the full benefits of ownership of the Receivables, and the Originators and the Buyer do not intend the transactions hereunder to be characterized as a loan from the Buyer to any Originator. 5. The Buyer intends to sell certain of the Receivables and their Related Rights to the Administrative Agent (for the ratable benefit of the Purchasers according to their Capital as increased or reduced from time to time) pursuant to the Receivables Purchase Agreement.
Appears in 2 contracts
Sources: Purchase and Sale Agreement (Warner Bros. Discovery, Inc.), Purchase and Sale Agreement (Warner Bros. Discovery, Inc.)