Common use of Conditions Precedent to All Releases Clause in Contracts

Conditions Precedent to All Releases. Each Release hereunder on or after the Closing Date shall be subject to the conditions precedent that: 742583266 14453710 (a) (i) after giving effect to such Release, the Servicers shall be holding in trust for the benefit of the Secured Parties or shall have segregated in a separate account approved by the Administrative Agent, in either case, pursuant to and in accordance with Section 3.01(a), an amount of Collections sufficient to pay the sum of all accrued and unpaid Servicing Fees, Yield, Fees and Breakage Fees and, the amount of all other non-contingent Seller Obligations that are then due and owing and (ii) no Capital Coverage Deficit shall have existed as of the last day of the most recently ended Fiscal Month; (b) Each SPV Entity shall use the proceeds of such Release solely to pay the purchase price for Receivables purchased by such SPV Entity in accordance with the terms of the applicable Purchase and Sale Agreement; and (c) on the date of such Release the following statements shall be true and correct (and upon the occurrence of such Release, each SPV Entity and each Servicer shall be deemed to have represented and warranted that such statements are then true and correct): (i) the representations and warranties of such SPV Entity and such Servicer contained in Sections 6.01 and 6.02 are true and correct in all material respects on and as of the date of such Release as though made on and as of such date unless such representations and warranties by their terms refer to an earlier date, in which case they shall be true and correct in all material respects on and as of such earlier date; (ii) no Termination Event has occurred and is continuing, and no Termination Event would result from such Release; and (iii) the Maturity Date has not occurred.

Conditions Precedent to All Releases. Each Release hereunder on or after the Closing Date shall be subject to the conditions precedent that: 742583266 14453710: (a) (i) after giving effect to such Release, the Servicers Servicer shall be holding in trust for the benefit of the Secured Parties or shall have segregated in a separate account approved by (or, if the Administrative AgentAgent has taken exclusive control of the Collection Accounts as contemplated by Section 8.03, the Administrative Agent shall be holding in either case, pursuant to and in accordance with Section 3.01(athe Cash Dominion Administration Account(s), ) an amount of Collections sufficient to pay the sum of (x) all accrued and unpaid Servicing Fees, Yield, Fees and Breakage Fees andindemnification payments under Section 4.02, in each case, through the date of such Release, (y) the amount of any Capital Coverage Amount Deficit and (z) the amount of all other non-contingent accrued and unpaid Seller Obligations that are then due and owing and (ii) no Capital Coverage Deficit shall have existed as through the date of the last day of the most recently ended Fiscal Monthsuch Release; (b) Each SPV Entity the Seller shall use the proceeds of such Release solely to pay the purchase price for Receivables purchased by such SPV Entity the Seller in accordance with the terms of the applicable Purchase and Sale Transfer Agreement; and (c) on the date of such Release the following statements shall be true and correct (and upon the occurrence of such Release, each SPV Entity the Seller and each the Servicer shall be deemed to have represented and warranted that such statements are then true and correct): (i) the representations and warranties of such SPV Entity the Seller and such the Servicer contained in Sections 6.01 and 6.02 are true and correct in all material respects on and as of the date of such Release as though made on and as of such date unless such representations and warranties by their terms refer to an earlier date, in which case they shall be true and correct in all material respects on and as of such earlier date; (ii) no Termination Event has occurred and is continuing, and no Termination Event would result from such Release; and (iii) the Maturity Date has not occurred.