Common use of Depositor’s Certifications Clause in Contracts

Depositor’s Certifications. The Depositor certifies that: (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the Additional Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the Additional Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b), in each case, solely with respect to the related Additional Receivables, will be true and correct as of the Acquisition Date; and (C) all conditions to the transfer and assignment of the related Additional Receivables by the Originators to the Depositor under Section 2.1 (d) of the Originator Receivables Transfer Agreement and by the Master Trust to the Depositor under Section 2.1(d) of the Master Trust Receivables Transfer Agreement, as applicable, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.

Appears in 10 contracts

Sources: Transfer and Servicing Agreement (Verizon Owner Trust 2020-C), Transfer and Servicing Agreement (Verizon Owner Trust 2020-C), Transfer and Servicing Agreement (Verizon Owner Trust 2020-B)

Depositor’s Certifications. The Depositor certifies that: : (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the Additional related Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the Additional related Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; ; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b), ) (in each case, solely with respect to the related Additional Receivables, ) will be true and correct as of the Acquisition Date; and and (C) all conditions to the transfer and assignment of the related Additional Receivables (1) by the Originators to the Depositor under under Section 2.1 (d2.1(c) of the Originator Receivables Transfer Agreement and (2) by the Master Trust any Additional Transferor to the Depositor under Section 2.1(d2.1(c) of the Master Trust related Additional Transferor Receivables Transfer Agreement, as applicableif any, in each case, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.

Appears in 5 contracts

Sources: Master Collateral Agency and Intercreditor Agreement (Verizon Master Trust), Master Collateral Agency and Intercreditor Agreement (Verizon Master Trust), Transfer and Servicing Agreement (Verizon Master Trust)

Depositor’s Certifications. The Depositor certifies that: : (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the Additional Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the Additional Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; ; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b), in each case, solely with respect to the related Additional Receivables, will be true and correct as of the Acquisition Date; and and (C) all conditions to the transfer and assignment of the related Additional Receivables by the Originators to the Depositor under under Section 2.1 (d2.1(d) of the Originator Receivables Transfer Agreement and by the Master Trust to the Depositor under Section 2.1(d) of the Master Trust Receivables Transfer Agreement, as applicable, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.

Appears in 4 contracts

Sources: Transfer and Servicing Agreement (Verizon Owner Trust 2020-A), Transfer and Servicing Agreement (Verizon Owner Trust 2020-A), Transfer and Servicing Agreement (Verizon Owner Trust 2019-B)

Depositor’s Certifications. The Depositor certifies that: (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the Additional Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the Additional Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b), in each case, solely with respect to the related Additional Receivables, will be true and correct as of the Acquisition Date; and (C) all conditions to the transfer and assignment of the related Additional Receivables by the Originators to the Depositor under under Section 2.1 (d2.1(d) of the Originator Receivables Transfer Agreement and by the Master Trust to the Depositor under Section 2.1(d) of the Master Trust Receivables Transfer Agreement, as applicable, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.

Appears in 3 contracts

Sources: Transfer and Servicing Agreement (Verizon ABS LLC), Transfer and Servicing Agreement (Verizon ABS LLC), Transfer and Servicing Agreement (Verizon ABS LLC)

Depositor’s Certifications. The Depositor certifies that: (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the Additional Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the Additional Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b), in each case, solely with respect to the related Additional Receivables, will be true and correct as of the Acquisition Date; and (C) all conditions to the transfer and assignment of the related Additional Receivables by the Originators to the Depositor under under Section 2.1 (d2.1(d) of the Originator Receivables Transfer Agreement 2 and by the Master Trust to the Depositor under Section 2.1(d) of the Master Trust Receivables Transfer Agreement, as applicable, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.

Appears in 1 contract

Sources: Omnibus Amendment (Vzot 2018-A)