Conveyance of Initial Receivables Sample Clauses
Conveyance of Initial Receivables. In consideration of the Issuing Entity’s delivery to or upon the order of the Depositor of the Notes and the Certificates, on the Closing Date the Depositor does hereby sell, transfer, assign, set over and otherwise convey to the Issuing Entity, without recourse (subject to the obligations of the Depositor set forth herein), pursuant to an assignment in the form attached hereto as Exhibit C (the “Initial SSA Assignment”) all right, title and interest of the Depositor, whether now or hereafter acquired, and wherever located, in and to the following:
(a) the Initial Receivables identified in the Schedule of Receivables to the Initial SSA Assignment delivered to the Issuing Entity (all of which are identified in World Omni’s computer files by a code indicating the Initial Receivables are owned by the Trust and pledged to the Indenture Trustee) and all monies received thereon and in respect thereof after the Initial Cutoff Date;
(b) the security interests in, and the liens on, the Financed Vehicles granted by Obligors in connection with the Initial Receivables and any other interest of the Depositor in such Financed Vehicles;
(c) any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering such Financed Vehicles or Obligors;
(d) any Financed Vehicle that shall have secured an Initial Receivable and shall have been acquired by or on behalf of the Depositor, the Servicer or the Trust;
(e) all funds on deposit in, and “financial assets” (as such term is defined in the Uniform Commercial Code as from time to time in effect) credited to, the Trust Accounts, including the Reserve Account, the Negative Carry Account, if any, and the Pre-Funding Account, if any, from time to time, including the Reserve Account Initial Deposit, any Reserve Account Subsequent Transfer Deposit, the Negative Carry Account Initial Deposit, if any, and the Pre-Funding Account Initial Deposit, if any, and in all investments and proceeds thereof (including all income thereon);
(f) the Receivables Purchase Agreement;
(g) all “accounts,” “chattel paper,” “general intangibles” and “promissory notes” (as such terms are defined in the Uniform Commercial Code as from time to time in effect) constituting or relating to the foregoing; and
(h) the proceeds of any and all of the foregoing (including Liquidation Proceeds); provided, however, that the foregoing items (a) through (h) shall not include the Notes and Certifica...
Conveyance of Initial Receivables. In consideration of the Issuer's delivery to or upon the order of the Seller on the Closing Date of the net proceeds from the sale of the Notes and the Certificates and the other amounts to be distributed from time to time to the Seller in accordance with the terms of this Agreement, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the obligations set forth herein), all right, title and interest of the Seller in and to:
(a) the Initial Receivables, and all moneys received thereon after the Initial Cutoff Date;
(b) an assignment of the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and any other interest of the Seller in such Financed Vehicles;
(c) any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Initial Receivables;
(d) any proceeds from any Initial Receivable repurchased by a Dealer, pursuant to a Dealer Agreement, as a result of a breach of representation or warranty in the related Dealer Agreement;
(e) all rights under any Service Contracts on the related Financed Vehicles;
(f) the related Receivables Files;
Conveyance of Initial Receivables. In consideration of the Issuer's delivery of the Securities to, or upon the order of, the Seller, the Seller does hereby enter into this Agreement and agree to fulfill all of its obligations hereunder and to sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (except as provided in Section 2.06), pursuant to an assignment in the form attached hereto as Exhibit B (the "Initial PSA Assignment"), all right, title and interest of the Seller in, to and under:
(a) the Retail Notes identified on the Schedule of Retail Notes to the Initial PSA Assignment delivered to the Issuer and the Related Retail Note Assets with respect to those Retail Notes;
(b) the Series 2002-B Portfolio Interest, the Series 2002-B Portfolio Certificate and the beneficial interest in the Series 2002-B Portfolio Assets, including the Retail Leases identified on the Schedule of Retail Leases to the Initial PSA Assignment delivered to the Issuer and the Related Titling Trust Assets with respect to those Retail Leases;
(c) the rights, but not the obligations, of NFC under the Lease Purchase Agreement and the Initial LPA Assignment with respect to the Retail Leases included in the Initial Receivables; and
(d) the rights, but not the obligations, of the Seller under the Purchase Agreement and the Initial PA Assignment pursuant to Section 2.01 of the Purchase Agreement with respect to the Initial Receivables. In addition, on the Closing Date the Seller shall deposit the Reserve Account Initial Deposit into the Reserve Account, the Pre-Funding Account Initial Deposit into the Pre-Funding Account and the Negative Carry Account Initial Deposit into the Negative Carry Account. It is the intention of the Seller that the transfer and assignment contemplated by this Section 2.01 shall constitute a sale of the Initial Receivables, the Series 2002-B Portfolio Interest and the Series 2002-B Portfolio Certificate from the Seller to the Issuer and the beneficial interest in and title to the assets conveyed pursuant to this Section 2.01 shall not be part of the Seller's estate in the event of the filing of a bankruptcy petition by or against the Seller under any bankruptcy law. Within two Business Days after the Closing Date, the Seller shall cause to be deposited into the Collection Account all collections (from whatever source) on or with respect to the assets conveyed pursuant to this Section 2.01 received by the Seller pursuant to Section 5.07 of the Purchase Agreement. T...
Conveyance of Initial Receivables. 3 SECTION 2.2. CONVEYANCE OF SUBSEQUENT RECEIVABLES............................ 3 SECTION 2.3. FURTHER ENCUMBRANCE OF TRUST PROPERTY........................... 3 ARTICLE III THE RECEIVABLES 3 SECTION 3.1.
Conveyance of Initial Receivables. In consideration of the Purchaser’s delivery to or upon the order of the Seller of $232,519,072.82, the Seller does hereby sell, transfer, assign, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein), all right, title and interest of the Seller in and to (collectively, the “Initial Receivables Property”):
(i) the Initial Receivables, and all monies received thereunder on and after the Initial Cutoff Date;
(ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and any other interest of the Seller in such Financed Vehicles;
(iii) any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Vehicles or Obligors and any proceeds from the liquidation of the Initial Receivables;
(iv) any proceeds from any Initial Receivables repurchased by a Dealer, pursuant to a Dealer Agreement, as a result of a breach of representation or warranty in the related Dealer Agreement;
(v) any extended warranty service contracts on the related Financed Vehicles;
(vi) the related Receivables Files; and
(vii) the proceeds of any and all of the foregoing.
Conveyance of Initial Receivables. (a) Subject to the satisfaction of the conditions set forth herein, MCC does hereby contribute, transfer, assign, set over and otherwise convey to the capital of Funding, without recourse (subject to the obligations herein), all right, title and interest in and to the following, whether now owned or hereafter acquired:
(i) all right, title and interest of MCC, in and to the Initial Receivables, and all moneys (including accrued interest) due or to become due thereunder on and after the Initial Cut-off Date;
(ii) the interest of MCC in the Financed Equipment granted by Obligors pursuant to the Initial Receivables;
(iii) the interest and rights of MCC in any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Equipment or Obligors with respect to Financed Equipment, as the case may be; and
(iv) the proceeds of any and all of the foregoing.
(b) The Initial Receivables transferred on the Closing Date are to be conveyed by MCC to Funding as a capital contribution to Funding in consideration for MCC's ownership of all of the outstanding common stock of Funding.
Conveyance of Initial Receivables. In consideration of the Issuer’s delivery of the Securities to, or upon the order of, the Seller and the receipt by the Seller of the funds drawn under such Notes on the date hereof, the Seller does hereby enter into this Agreement and agree to fulfill all of its obligations hereunder and to sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (except as provided in Section 2.06), pursuant to an assignment in the form attached hereto as Exhibit B (the “Initial PSA Assignment”), all right, title and interest of the Seller in, to and under:
(a) the Retail Notes identified on the Schedule of Retail Notes to the Initial PSA Assignment delivered to the Issuer and the Related Security with respect to those Retail Notes; and
(b) the rights, but not the obligations, of the Seller under the Purchase Agreement and the Initial PA Assignment pursuant to Section 2.01 of the Purchase Agreement with respect to the Initial Receivables. It is the intention of the Seller that the transfer and assignment contemplated by this Section 2.01 shall constitute a sale of the Initial Receivables from the Seller to the Issuer and the beneficial interest in and title to the assets conveyed pursuant to this Section 2.01 shall not be part of the Seller’s estate in the event of the filing of a bankruptcy petition by or against the Seller under any bankruptcy law. Within two Business Days after the Closing Date, the Seller shall cause to be deposited into the Collection Account all collections (from whatever source) on or with respect to the assets conveyed pursuant to this Section 2.01 received by the Seller pursuant to Section 5.07 of the Purchase Agreement. The Seller intends to treat such transfer and assignment as a sale for accounting and tax purposes. Notwithstanding the foregoing, in the event a court of competent jurisdiction determines that such transfer and assignment did not constitute such a sale or that such beneficial interest is a part of the Seller’s estate, then (i) the Seller shall be deemed to have granted to the Issuer a first priority perfected security interest in all of the Seller’s right title and interest in, to and under the assets conveyed pursuant to this Section 2.01, and the Seller hereby grants such security interest and (ii) the assets conveyed pursuant to this Section 2.01 shall be deemed to include all rights, powers and options (but none of the obligations, if any) of the Seller under any agreement or instrument included...
Conveyance of Initial Receivables. 27 SECTION 2.2. Conveyance of Subsequent Receivables.................................. 28 SECTION 2.3. Further Encumbrance of Trust Property..................................... 31
Conveyance of Initial Receivables. In consideration of the Issuer's delivery to or upon the order of the Transferor of (i) [$______________], and (ii) Class B Notes in the principal amount of [$________], the Transferor does hereby sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse (subject to the obligations herein) all right, title and interest of the Transferor in and to the following, whether now owned or hereafter acquired:
(a) the Initial Receivables, and all moneys (including accrued interest) due thereunder on or after the Initial Cut-off Date;
(b) the interest of the Transferor in the Trust Accounts and all amounts credited thereto;
(c) the interest of the Transferor in the security interests in the Financed Equipment granted by Obligors pursuant to the Initial Receivables and any other interest of the Transferor in the Financed Equipment;
(d) the interest of the Transferor in any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Equipment or Obligors;
(e) all right, title and interest of the Transferor in and to the Contribution and Sale Agreement, including the right of the Transferor to cause MCC to repurchase Receivables from the Transferor under certain circumstances; and
(f) the proceeds of any and all of the foregoing.
Conveyance of Initial Receivables. In consideration of the sale on the Closing Date of $[_____________] in Principal Balance of Initial Receivables, the Purchaser shall (i) deliver to or upon the order of the Seller an amount equal to $[___________] cash, or (ii) with the consent of the Seller, accept a capital contribution from the Seller equal to $[______________]. The Seller does hereby sell, transfer, assign, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein), all right, title and interest in and to the following, whether now owned or hereafter acquired:
(a) all right, title and interest of the Seller, in and to the Initial Receivables, and all moneys (including accrued interest) due thereunder on and after the Initial Cut-off Date;
(b) the interest of the Seller in the security interests in the Financed Equipment granted by Obligors pursuant to the Initial Receivables and any other interest of the Seller in such Financed Equipment;
(c) the interest and rights of the Seller in any proceeds with respect to the Initial Receivables from claims on any physical damage, credit life or disability insurance policies covering Financed Equipment or Obligors, as the case may be; and
(d) the proceeds of any and all of the foregoing.