Common use of Purchase and Contribution Clause in Contracts

Purchase and Contribution. (a) Subject to and on the terms and conditions set forth herein, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, as a contribution of capital to National Financial, all of its right, title and interest in and to (i) the Receivables identified on the Receivables Schedule attached hereto as Schedule 1 and all monies received thereon on or after the Initial Cut-off Date (including amounts due on or before the Initial Cut-off Date but received by NAFI on or after the Initial Cut-off Date) and (ii) the other Receivable Assets related thereto. (b) Pursuant to and in connection with the transfer of certain retail installment sale contracts or promissory notes or other financing documents for a new or used motor vehicles and certain other property related thereto by Bankers Trust Company ("Bankers Trust"), as trustee of the National Financial Auto Receivables Master Trust (the "Master Trust"), to National Financial Auto Funding Trust II, a Delaware business trust ("Funding Trust II"), under the Assignment Agreement dated as of December 15, 1997 (the "Assignment Agreement"), between Bankers Trust and Funding Trust II, and by Funding Trust II to National Financial under the Sale Agreement dated as of December 15, 1997 (the "Sale Agreement") between Funding Trust II and National Financial, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, all of NAFI's rights against Dealers under the Dealer Agreements and Originators under the Originator Agreements with respect to such retail installment sales contracts, promissory notes or other financing documents, to the extent such rights have not been previously conveyed by NAFI to Funding Trust II and by Funding Trust II to the Master Trust. (c) Subject to and on the terms and conditions set forth herein, NAFI hereby agrees to sell, transfer, convey and assign, without recourse except as expressly provided herein, all of its right, title and interest in and to the Receivable Assets to National Financial on each Subsequent Transfer Date. National Financial agrees to pay to NAFI on each Subsequent Transfer Date as the purchase price (the "Purchase Price") for the Receivable Assets sold hereunder on such date an amount equal to 100% of the Aggregate Principal Balance of the Receivables included in such Receivable Assets as of the related Cut-off Date. (d) NAFI may from time to time during the term of this Agreement and in its sole discretion, elect to contribute capital to National Financial in the form of Receivables and Receivable Assets conveyed hereunder, in an amount equal to the excess of (i) the Principal Balance of Receivables included in Receivable Assets conveyed on any Subsequent Transfer Date over (ii) the amount of the cash Purchase Price paid by National Financial to NAFI on such Subsequent Transfer Date.

Purchase and Contribution. (a) Subject to and on the terms and conditions set forth herein, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, as a contribution of capital to National Financial, all of its right, title and interest in and to (i) the Receivables identified on the Receivables Schedule attached hereto as Schedule 1 and all monies received thereon on or after the Initial Cut-off Date (including amounts due on or before the Initial Cut-off Date but received by NAFI on or after the Initial Cut-off Date) and (ii) the other Receivable Assets related thereto. (b) Pursuant to and in connection with the transfer of certain retail installment sale contracts or promissory notes or other financing documents for a new or used motor vehicles and certain other property related thereto by Bankers Trust Company ("Bankers Trust"), as trustee of the National Financial Auto Receivables Master Trust (the "Master Trust"), ) to National Financial Auto Funding Trust II, a Delaware business trust ("Funding Trust II"), under the Assignment Agreement dated as of December 15June 29, 1997 (the "Assignment Agreement"), between Bankers Trust and Funding Trust II, and by Funding Trust II to National Financial under the Sale Agreement dated as of December 15June 29, 1997 (the "Sale Agreement") ), between Funding Trust II and National Financial, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, all of NAFI's rights against Dealers under the Dealer Agreements and Originators under the Originator Agreements with respect to such retail installment sales contracts, promissory notes or other financing documents, to the extent such rights have not been previously conveyed by NAFI to Funding Trust II and by Funding Trust II to the Master Trust. (c) Subject to and on the terms and conditions set forth herein, NAFI hereby agrees to sell, transfer, convey and assign, without recourse except as expressly provided herein, all of its right, title and interest in and to the Receivable Assets to National Financial on each Subsequent Transfer Date. National Financial agrees to pay to NAFI on each Subsequent Transfer Date as the purchase price (the "Purchase Price") for the Receivable Assets sold hereunder on such date an amount equal to 100% of the Aggregate Principal Balance of the Receivables included in such Receivable Assets as of the related Cut-off Date. (d) NAFI may from time to time during the term of this Agreement and in its sole discretion, elect to contribute capital to National Financial in the form of Receivables and Receivable Assets conveyed hereunder, in an amount equal to the excess of (i) the Principal Balance of Receivables included in Receivable Assets conveyed on any Subsequent Transfer Date over (ii) the amount of the cash Purchase Price paid by National Financial to NAFI on such Subsequent Transfer Date.

Purchase and Contribution. (a) Subject to and on the terms and conditions set forth herein, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, as a contribution of capital to National Financial, all of its right, title ittle and interest in and to (i) the Receivables identified on the Receivables Schedule attached hereto as Schedule 1 and all monies received thereon on or after the Initial Cut-off Date (including amounts due on or before the Initial Cut-off Date but received by NAFI on or after the Initial Cut-off Date) and (ii) the other Receivable Assets related thereto. (b) Pursuant to and in connection with the transfer of certain retail installment sale contracts or promissory notes or other financing documents for a new or used motor vehicles and certain other property related thereto by Bankers Trust Company ("Bankers Trust"), as trustee of the National Financial Auto Receivables Master Trust (the "Master Trust"), ) to National Financial Auto Funding Trust II, a Delaware business trust ("Funding Trust II"), under the Assignment Agreement dated as of December 15June 29, 1997 (the "Assignment Agreement"), between Bankers Trust and Funding Trust II, and by Funding Trust II to National Financial under the Sale Agreement dated as of December 15June 29, 1997 (the "Sale Agreement") ), between Funding Trust II and National Financial, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, all of NAFI's rights against Dealers under the Dealer Agreements and Originators under the Originator Agreements with respect to such retail installment sales contracts, promissory notes or other financing documents, to the extent such rights have not been previously conveyed by NAFI to Funding Trust II and by Funding Trust II to the Master Trust. (c) Subject to and on the terms and conditions set forth herein, NAFI hereby agrees to sell, transfer, convey and assign, without recourse except as expressly provided herein, all of its right, title and interest in and to the Receivable Assets to National Financial on each Subsequent Transfer Date. National Financial agrees to pay to NAFI on each Subsequent Transfer Date as the purchase price (the "Purchase Price") for the Receivable Assets sold hereunder on such date an amount equal to 100% of the Aggregate Principal Balance of the Receivables included in such Receivable Assets as of the related Cut-off Date. (d) NAFI may from time to time during the term of this Agreement and in its sole discretion, elect to contribute capital to National Financial in the form of Receivables and Receivable Assets conveyed hereunder, in an amount equal to the excess of (i) the Principal Balance of Receivables included in Receivable Assets conveyed on any Subsequent Transfer Date over (ii) the amount of the cash Purchase Price paid by National Financial to NAFI on such Subsequent Transfer Date.