Common use of Optional Repurchases Clause in Contracts

Optional Repurchases. (a) Buyer shall have the option to -------------------- require either RPA Seller to repurchase all of Buyer's rights, titles, and interests in, to, and under all Receivables transferred by such RPA Seller hereunder and created pursuant to certain Accounts designated by Buyer (the "Removed Accounts"); provided that, Buyer shall only be entitled to require such ---------------- -------- ---- repurchase (i) if Buyer is able to effect a retransfer of such Receivables from the Issuer in compliance with Section 2.7 of the Transfer and Servicing ----------- Agreement, (ii) if Buyer and both RPA Sellers mutually agree as to the designation of the Removed Accounts, and (iii) the repurchasing RPA Seller shall deliver an Opinion of Counsel reasonably acceptable to Buyer and the Indenture Trustee that such repurchase would not constitute a fraudulent conveyance by such RPA Seller. On or before the fifth Business Day (the "Repurchase Notice ----------------- Date") prior to the date on which the Removed Accounts will be designated by ---- Buyer, Buyer shall give the repurchasing

Appears in 1 contract

Sources: Receivables Purchase Agreement (Spiegel Inc)

Optional Repurchases. (a) Buyer shall have the option to -------------------- require either RPA Seller to repurchase all of Buyer's rights, titles, and interests in, to, and under all Receivables transferred by such RPA Seller hereunder and created pursuant to certain Accounts designated by Buyer (the "Removed Accounts"); provided that, Buyer shall only be entitled to require such ---------------- -------- ---- repurchase (i) if Buyer is able to effect a retransfer of such Receivables from the Issuer in compliance with Section 2.7 of the Transfer and Servicing ----------- Agreement, (ii) if Buyer and both RPA Sellers mutually agree as to the designation of the Removed Accounts, and (iii) the repurchasing RPA Seller shall deliver an Opinion of Counsel reasonably acceptable to Buyer and the Indenture Trustee that such repurchase would not constitute a fraudulent conveyance by such RPA Seller. On or before the fifth Business Day (the "Repurchase Notice ----------------- Date") prior to the date on which the Removed Accounts will be designated by ---- Buyer, Buyer shall give the repurchasing

Appears in 1 contract

Sources: Receivables Purchase Agreement (Spiegel Master Trust)

Optional Repurchases. (a) Buyer shall have the option to -------------------- require either RPA Seller to repurchase all of Buyer's rights, titles, and interests in, to, and under all Receivables transferred by such RPA Seller hereunder and created pursuant to certain Accounts designated by Buyer (the "Removed Accounts"); provided that, Buyer shall only be entitled to require such ---------------- -------- ---- repurchase (i) if Buyer is able to effect a retransfer of such Receivables from the Issuer Trust in compliance with Section Sections 2.7 or 10.2 of the Transfer and Servicing ----------- Agreement, and (ii) if Buyer and both RPA Sellers Seller mutually agree as to the designation of the Removed Accounts, and (iii) the repurchasing RPA Seller shall deliver an Opinion of Counsel reasonably acceptable to Buyer and the Indenture Trustee that such repurchase would not constitute a fraudulent conveyance by such RPA Seller. On or before the fifth Business Day (the "Repurchase Notice ----------------- Date") prior to the date on which the Removed Accounts will be designated by ---- Buyer, Buyer shall give Seller written notice of its election to require Seller to so repurchase the repurchasingReceivables of the Removed Accounts on the date specified in such notice (the "Repurchase Date"). The Repurchase Price for an optional repurchase effected pursuant to this Section 6.2(a) shall be: (i) for Receivables purchased pursuant to Section 2.7 of the Servicing Agreement, an amount equal to the unpaid Principal Receivables repurchased on the Repurchase Date and (ii) for Receivables purchased pursuant to Section 10.2 of the Servicing Agreement, an amount equal to the "deposit amount" paid in compliance with Section 10.2 of the Servicing Agreement. Upon execution and delivery of any Reconveyance effecting any repurchase as contemplated in this Section 6.2(a), Buyer shall have no further right, title, or interest in any Receivables from the Removed Accounts.

Appears in 1 contract

Sources: Receivables Purchase Agreement (JCP Receivables Inc)

Optional Repurchases. (a) Buyer shall have the option to -------------------- require either RPA Seller to repurchase all of Buyer's rights, titles, and interests in, to, and under all Receivables transferred by such RPA Seller hereunder and created pursuant to certain Accounts designated by Buyer (the "Removed Accounts"); provided that, Buyer shall only be entitled to require such ---------------- -------- ---- such repurchase (i) if Buyer is able to effect a retransfer of such Receivables from the Issuer Receivables Trust in compliance with Section 2.7 of ----------- the Transfer and Servicing ----------- Agreement, and (ii) if Buyer and both RPA Sellers Seller mutually agree as to the designation of the Removed Accounts, and (iii) the repurchasing RPA Seller shall deliver an Opinion of Counsel reasonably acceptable to Buyer and the Indenture Trustee that such repurchase would not constitute a fraudulent conveyance by such RPA Seller. On or before the fifth Business Day (the "Repurchase Notice ----------------- Date") prior to the date on which the ---------------------- Removed Accounts will be designated by ---- Buyer, Buyer shall give RPA Seller written notice of its election to require RPA Seller to so repurchase the repurchasingReceivables of the Removed Accounts on the date specified in such notice (the "Repurchase Date"). The Repurchase Price for an optional repurchase --------------- effected pursuant to this Section 6.2(a) shall be for Receivables purchased -------------- pursuant to Section 2.7 of the Servicing Agreement, an amount equal to the ----------- total recorded unpaid balance of such repurchased Receivables (including Principal Receivables and Finance Charge

Appears in 1 contract

Sources: Receivables Purchase Agreement (Spiegel Inc)