Seller hereby absolutely and irrevocably sells, assigns and transfers to Administrative Agent (on behalf of Purchasers), ratably, according to each Purchaser Group’s Purchaser Group Investment, without any formal or other instrument of assignment (other than this Agreement), upon the payment of the Cash Purchase Price and the agreement to pay the Deferred Purchase Price in accordance with the terms of this Agreement, as applicable, effective on and as of the date of each Purchase and Reinvestment hereunder, all of its right, title and interest in, to and under all Pool Assets and Related Assets and all proceeds of any of the foregoing, whether currently owned or existing or thereafter arising, acquired or originated, or in which Seller now or hereafter has any rights, and wherever so located (the assets so assigned to include not only the Pool Assets and Related Assets existing as of the date of such Purchase but also all future Pool Assets and the Related Assets acquired by Seller from time to time as provided in Section 1.3 ). Administrative Agent’s (on behalf of the Purchasers) right, title and interest in, to and under all such assets is herein called the “ Asset Portfolio ”.