Common use of Purchase, Sale and Delivery of Notes Clause in Contracts

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and [,][and] (iv) in the case of the Class A-4 Notes Notes, [ ]% [and (v) in the case of the Class B Notes, [ ]%]. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP[ ], at approximately [10:00 a.m.] (New York City time) on the Closing Date. Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. 1) On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to cause the Trust to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller Trust the respective principal amount of each class of the Notes set forth opposite the name of such Underwriter on Schedule I hereto, at a purchase price (the “Purchase Price”) equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes [ ]%“Price $” as specified on Schedule II hereto. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ LLP, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, at [10:00 a.m.] a.m. (New York City time) on April 21, 2011 (or at such other place and time on the same or other date as shall be agreed to in writing by the Representative and the Depositor, the “Closing Date”). Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under those limited circumstancescircumstances set forth in the Indenture.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.86500%, (ii) in the case of the Class A-2 Notes, [ ]99.78998%, (iii) in the case of the Class A-3 Notes, [ ]99.76048% and (iv) in the case of the Class A-4 Notes [ ]99.70491%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 A-2[-A] Notes, [ ]%, [(iii) in the case of the Class A-2-B Notes, [ ]%,] [(iv)] in the case of the Class A-3 Notes, [ ]% and [(iv) v)] in the case of the Class A-4 Notes Notes, [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP[ ], at [10:00 a.m.] (New York City time) on the Closing Date. Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.89000%, (ii) in the case of the Class A-2 Notes, [ ]99.80889%, (iii) in the case of the Class A-3 Notes, [ ]99.73945% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.69103%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.88500%, (ii) in the case of the Class A-2 Notes, [ ]99.76803%, (iii) in the case of the Class A-3 Notes, [ ]99.71038% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.63827%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.90000%, (ii) in the case of the Class A-2 Notes, [ ]99.83223%, (iii) in the case of the Class A-3 Notes, [ ]99.78510% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.73900%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Class A Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]0.25000%, (ii) in the case of the Class A-2 Notes, [ ]0.59%, (iii) in the case of the Class A-3 Notes, [ ]0.88% and (iv) in the case of the Class A-4 Notes [ ]Notes, 1.30%. Delivery of and payment for the Notes shall be made at the Chicago offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Transferor agrees to cause the Issuer to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller Issuer the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: , (i) in the case of the Class A-1 Notes, [ ]___%, (ii) in the case of the Class A-2 Notes, [ ]___%, (iii) in the case of the Class A-3 Notes, [ ]___% and (iv) in the case of the Class A-4 Notes [ ]Notes, ___%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLPMayer, Brown, Rowe & Maw, at [10:00 a.m.] a.m. (New York City time) on Novemb▇▇ [ ], 2002 (▇▇ ▇t such other place and time on the same or other date as shall be agreed to in writing by the Representative and the Transferor, the "Closing Date"). Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerTransferor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“"DTC”"). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and %, (iv) in the case of the Class A-4 Notes Notes, [ ]%, and (v) in the case of the Class B Notes, [ ]%. Delivery of and payment for the Notes shall be made at the Chicago offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and %, (iv) in the case of the Class A-4 Notes Notes, [ ]% and (v) in the case of the Class B Notes, [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes Notes, [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.90000%, (ii) in the case of the Class A-2 Notes, [ ]99.83822%, (iii) in the case of the Class A-3 Notes, [ ]99.76030% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.74410%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes, [ ]% [and (v) in the case of the Class B Notes [ ]%]. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP[ ], at approximately [10:00 a.m.] (New York City time) on the Closing Date. Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes Notes, [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇Mayer, Brown, ▇▇▇▇ ▇▇▇▇▇ & Maw LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.90500%, (ii) in the case of the Class A-2 Notes, [ ]99.83346%, (iii) in the case of the Class A-3 Notes, [ ]99.77431% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.73835%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.90500%, (ii) in the case of the Class A-2 Notes, [ ]99.83626%, (iii) in the case of the Class A-3 Notes, [ ]99.76193% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.74239%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to cause the Issuer to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller Issuer the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: , (i) in the case of the Class A-1 Notes, [ ]%, _______% and (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes [ ]________%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLPMayer, Brown, Rowe & Maw, at [10:00 a.m.] a.m. (New York City time) on _________, 200__ (or ▇▇ such other place and time on the same or other date as shall be agreed to in writing by the Representative and the Seller, the "Closing Date"). Delivery of one or more global notes representing the Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“"DTC”"). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.87000%, (ii) in the case of the Class A-2 Notes, [ ]%, 99.79898% (iii) in the case of the Class A-3 Notes, [ ]99.76204% and (iv) in the case of the Class A-4 Notes [ ]99.71578%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] approximately 11:00 a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]%, (ii) in the case of the Class A-2 Notes, [ ]%, (iii) in the case of the Class A-3 Notes, [ ]% and (iv) in the case of the Class A-4 Notes [ ]%. Delivery of and payment for the Notes shall be made at the offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP[ ], at [10:00 a.m.] (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the Seller. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.

Purchase, Sale and Delivery of Notes. On the basis of the representations, warranties and agreements herein contained, but subject to the terms and conditions herein set forth, the Seller Depositor agrees to sell to each Underwriter, and each Underwriter agrees, severally and not jointly, to purchase from the Seller the respective principal amount of each class of Class A Notes set forth opposite the name of such Underwriter on Schedule I at a purchase price equal to the following percentages of the aggregate principal amounts thereof: (i) in the case of the Class A-1 Notes, [ ]99.85000%, (ii) in the case of the Class A-2 Notes, [ ]99.79732%, (iii) in the case of the Class A-3 Notes, [ ]99.73745% and (iv) in the case of the Class A-4 Notes [ ]Notes, 99.67398%. Delivery of and payment for the Notes shall be made at the Chicago offices of ▇▇▇▇▇ ▇▇▇▇▇ LLP, at [10:00 a.m.] a.m. (New York City time) on the Closing Date. Delivery of one or more global notes representing Notes shall be made against payment of the aggregate purchase price in immediately available funds drawn to the order of the SellerDepositor. The global notes to be so delivered shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company (“DTC”). The interests of beneficial owners of the Notes will be represented by book entries on the records of DTC and participating members thereof. Definitive Notes representing the Notes will be available only under limited circumstances.