Common use of Reassignment of Substituted or Repurchased Collateral Obligations Clause in Contracts

Reassignment of Substituted or Repurchased Collateral Obligations. Upon (a) receipt by the Trustee for deposit in the applicable Collection Account of amounts required to be paid by the Seller in the case of any repurchased Collateral Obligation (which shall not be less than the Repurchase Price thereof) pursuant to Article XII of the Indenture (including as a result of any loan asset sold by the Seller hereunder failing to satisfy the definition of Collateral Obligation) or (b) upon the Purchase Date related to a substitute Collateral Obligation delivered by the Seller to the Buyer in accordance herewith and with the applicable provisions of the Indenture, the Buyer hereby assigns to the Seller all of the Buyer’s right, title and interest in the Collateral Obligation being repurchased or substituted (together with the Collateral and any other Assets related thereto) without recourse, representation or warranty and the Buyer will cause the Trustee to release the Lien of the Indenture with respect thereto. Such reassigned Collateral Obligation (together with the Collateral and any other Assets related thereto) shall no longer thereafter be deemed a part of the Collateral or of the Assets and shall be deemed released from the security interests created by this Agreement and by the Indenture. The Seller may amend and modify the Loan List as applicable in connection with any such repurchase or substitution by providing an updated copy thereof to the Buyer and to the Trustee. To the extent any Repurchase Price exceeds the fair market value (as determined by the Seller) of the related Collateral Obligation, such excess shall be deemed a contribution by the Seller to the Buyer.

Reassignment of Substituted or Repurchased Collateral Obligations. Upon (a) receipt by the Trustee for deposit in the applicable Collection Account of amounts required to be paid by the Seller in the case of any repurchased Collateral Obligation (which shall not be less than the Repurchase Price thereof) pursuant to Article XII Section 12.3 of the Indenture (including as a result of any loan asset sold by the Seller hereunder failing to satisfy the definition of Collateral Obligation) or (b) upon the Purchase Date related to a substitute Substitute Collateral Obligation delivered by the Seller to the Depositor and by the Depositor to the Buyer in accordance herewith and with the applicable provisions of the Indenture, the Buyer hereby assigns to the Seller Depositor all of the Buyer’s right, title and interest in in, and the Depositor hereby assigns to the Seller all of the Depositor’s right, title and interest in, the Collateral Obligation being repurchased or substituted (together with the Collateral and any other Assets related thereto) without recourse, representation or warranty and the Buyer will cause the Trustee to release the Lien of the Indenture with respect thereto. Such reassigned Collateral Obligation (together with the Collateral and any other Assets related thereto) shall no longer thereafter be deemed a part of the Collateral or of the Assets and shall be deemed released from the security interests created by this Agreement and by the Indenture. The Seller may amend and modify the Loan List as applicable in connection with any such repurchase or substitution by providing an updated copy thereof to the Buyer Buyer, the Depositor and to the Trustee. To the extent any Repurchase Price exceeds the fair market value (as determined by the Seller) of the related Collateral Obligation, such excess shall be deemed a capital contribution by the Seller to the Depositor and by the Depositor to the Buyer.

Reassignment of Substituted or Repurchased Collateral Obligations. Upon (a) receipt by the Trustee for deposit in the applicable Collection Account of amounts required to be paid by the Seller in the case of any repurchased Collateral Obligation (which shall not be less than the Repurchase Price thereof) pursuant to Article XII Section 12.5 of the Indenture (including as a result of any loan asset sold by the Seller hereunder failing to satisfy the definition of Collateral Obligation) or (b) upon the Purchase Cut-Off Date related to a substitute Substitute Collateral Obligation delivered by the Seller to the Buyer Purchaser in accordance herewith and with the applicable provisions of the Indenture, the Buyer Purchaser hereby assigns to the Seller all of the BuyerPurchaser’s right, title and interest in the Collateral Obligation being repurchased or substituted (together with the Collateral and any other Assets related thereto) without recourse, representation or warranty and the Buyer Purchaser will cause the Trustee to release the Lien of the Indenture with respect thereto. Such reassigned Collateral Obligation (together with the Collateral and any other Assets related thereto) shall no longer thereafter be deemed a part of the Collateral or of the Assets and shall be deemed released from the security interests created by this Agreement and by the Indenture. The Seller may amend and modify the Loan Sale Portfolio List as applicable in connection with any such repurchase or substitution by providing an updated copy thereof to the Buyer Purchaser and to the Trustee. To the extent any Repurchase Price repurchase price exceeds the fair market value (as determined by the Seller) of the related Collateral Obligation, such excess shall be deemed a capital contribution by the Seller to the BuyerPurchaser.