Transfer of the Transferred Assets. (a) Effective as of the 20__-_ Closing Date and immediately after the transactions contemplated by the 20__-_ Exchange Note Sale Agreement and the Trust Agreement and immediately before the transaction contemplated by the Indenture, the Transferor sells and assigns to the Transferee, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in the following “Transferred Assets”: (i) the 20__-_ Exchange Note; (ii) all of the Lender’s rights and benefits, as Exchange Noteholder of the 20__-_ Exchange Note under the 20__-_ Exchange Note, the Credit and Security Agreement, the 20__-_ Exchange Note Supplement and the 20__-_ Servicing Agreement; (iii) all of the Depositor’s rights and benefits, as Exchange Noteholder of the 20__-_ Exchange Note under the 20__-_ Exchange Note, the Credit and Security Agreement, the 20__-_ Exchange Note Supplement and the 20__-_ Servicing Agreement; (iv) all of the Transferor’s rights and benefits, as Sale Agreement Transferee under the 20__-_ Exchange Note Sale Agreement (including, without limitation, its rights pursuant to Section 2.5 thereof); and (v) all proceeds, accounts, money, general intangibles, instruments, chattel paper, goods, investment property and other property consisting of, arising from or relating to the foregoing. (b) In consideration for (i) the Transferred Assets, and (ii) the Transferor’s performance of its obligations under Section 2.14(a) of the 20__-_ Servicing Supplement to deposit the Specified Reserve Balance into the Reserve Account on the 20__-_ Closing Date, the Transferee will transfer to the Transferor, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in, to and under the Notes and the rights to distributions under Section 8.3 of the Indenture, as payment for the Transferred Assets. (c) The sale, transfer, assignment and conveyance of the Transferred Assets pursuant to this Agreement is without recourse, and the Transferor does not guarantee payment on the 20__-_ Exchange Note or any collection of underlying asset included in the 20__-_ Designated Pool.
Appears in 2 contracts
Sources: Exchange Note Transfer Agreement (ACAR Leasing Ltd.), Exchange Note Transfer Agreement (ACAR Leasing Ltd.)
Transfer of the Transferred Assets. (a) Effective as of the 20__-_ 20 - Closing Date and immediately after the transactions contemplated by the 20__-_ 20 - Exchange Note Sale Agreement and the Trust Agreement and immediately before the transaction contemplated by the Indenture, the Transferor sells and assigns to the Transferee, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in the following “Transferred Assets”:
(i) the 20__-_ 20 - Exchange Note;
(ii) all of the Lender’s rights and benefits, as Exchange Noteholder of the 20__-_ 20 - Exchange Note under the 20__-_ 20 - Exchange Note, the Credit and Security Agreement, the 20__-_ 20 - Exchange Note Supplement and the 20__-_ 20 - Servicing Agreement;
(iii) all of the Depositor’s rights and benefits, as Exchange Noteholder of the 20__-_ 20 - Exchange Note under the 20__-_ 20 - Exchange Note, the Credit and Security Agreement, the 20__-_ 20 - Exchange Note Supplement and the 20__-_ 20 - Servicing Agreement;
(iv) all of the Transferor’s rights and benefits, as Sale Agreement Transferee under the 20__-_ 20 - Exchange Note Sale Agreement (including, without limitation, its rights pursuant to Section 2.5 thereof); and
(v) all proceeds, accounts, money, general intangibles, instruments, chattel paper, goods, investment property and other property consisting of, arising from or relating to the foregoing.
(b) In consideration for (i) the Transferred Assets, and (ii) the Transferor’s performance of its obligations under Section 2.14(a2.13(a) of the 20__-_ 20 - Servicing Supplement to deposit the Specified Reserve Balance into the Reserve Account on the 20__-_ 20 - Closing Date, the Transferee will transfer to the Transferor, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in, to and under the Notes and the rights to distributions under Section 8.3 of the Indenture, as payment for the Transferred Assets.
(c) The sale, transfer, assignment and conveyance of the Transferred Assets pursuant to this Agreement is without recourse, and the Transferor does not guarantee payment on the 20__-_ 20 - Exchange Note or any collection of underlying asset included in the 20__-_ 20 - Designated Pool.
Appears in 2 contracts
Sources: Exchange Note Transfer Agreement (ACAR Leasing Ltd.), Exchange Note Transfer Agreement (ACAR Leasing Ltd.)
Transfer of the Transferred Assets. (a) Effective as of the 20__-_ 20 - Closing Date and immediately after the transactions contemplated by the 20__-_ 20 - Exchange Note Sale Agreement and the Trust Agreement and immediately before the transaction contemplated by the Indenture, the Transferor sells and assigns to the Transferee, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in the following “Transferred Assets”:
(i) the 20__-_ 20 - Exchange Note;
(ii) all of the Lender’s rights and benefits, as Exchange Noteholder of the 20__-_ 20 - Exchange Note under the 20__-_ 20 - Exchange Note, the Credit and Security Agreement, the 20__-_ 20 - Exchange Note Supplement and the 20__-_ 20 - Servicing Agreement;
(iii) all of the Depositor’s rights and benefits, as Exchange Noteholder of the 20__-_ 20 - Exchange Note under the 20__-_ 20 - Exchange Note, the Credit and Security Agreement, the 20__-_ 20 - Exchange Note Supplement and the 20__-_ 20 - Servicing Agreement;
(iv) all of the Transferor’s rights and benefits, as Sale Agreement Transferee under the 20__-_ 20 - Exchange Note Sale Agreement (including, without limitation, its rights pursuant to Section 2.5 thereof); and
(v) all proceeds, accounts, money, general intangibles, instruments, chattel paper, goods, investment property and other property consisting of, arising from or relating to the foregoing.
(b) In consideration for (i) the Transferred Assets, and (ii) the Transferor’s performance of its obligations under Section 2.14(a) of the 20__-_ 20 - Servicing Supplement to deposit the Specified Reserve Balance into the Reserve Account on the 20__-_ 20 - Closing Date, the Transferee will transfer to the Transferor, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in, to and under the Notes and the rights to distributions under Section 8.3 of the Indenture, as payment for the Transferred Assets.
(c) The sale, transfer, assignment and conveyance of the Transferred Assets pursuant to this Agreement is without recourse, and the Transferor does not guarantee payment on the 20__-_ 20 - Exchange Note or any collection of underlying asset included in the 20__-_ 20 - Designated Pool.
Appears in 1 contract
Sources: Exchange Note Transfer Agreement (ACAR Leasing Ltd.)
Transfer of the Transferred Assets. (a) Effective as of the 20__-_ Closing Date and immediately after the transactions contemplated by the 20__-_ Exchange Note Sale Agreement and the Trust Agreement and immediately before the transaction contemplated by the Indenture, the Transferor sells and assigns to the Transferee, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in the following “Transferred Assets”:
(i) the 20__-_ Exchange Note;
(ii) all of the Lender’s rights and benefits, as Exchange Noteholder of the 20__-_ Exchange Note under the 20__-_ Exchange Note, the Credit and Security Agreement, the 20__-_ Exchange Note Supplement and the 20__-_ Servicing Agreement;
(iii) all of the Depositor’s rights and benefits, as Exchange Noteholder of the 20__-_ Exchange Note under the 20__-_ Exchange Note, the Credit and Security Agreement, the 20__-_ Exchange Note Supplement and the 20__-_ Servicing Agreement;
(iv) all of the Transferor’s rights and benefits, as Sale Agreement Transferee under the 20__-_ Exchange Note Sale Agreement (including, without limitation, its rights pursuant to Section 2.5 thereof); and
(v) all proceeds, accounts, money, general intangibles, instruments, chattel paper, goods, investment property and other property consisting of, arising from or relating to the foregoing.
(b) In consideration for (i) the Transferred Assets, and (ii) the Transferor’s performance of its obligations under Section 2.14(a2.13(a) of the 20__-_ Servicing Supplement to deposit the Specified Reserve Balance into the Reserve Account on the 20__-_ Closing Date, the Transferee will transfer to the Transferor, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in, to and under the Notes and the rights to distributions under Section 8.3 of the Indenture, as payment for the Transferred Assets.
(c) The sale, transfer, assignment and conveyance of the Transferred Assets pursuant to this Agreement is without recourse, and the Transferor does not guarantee payment on the 20__-_ Exchange Note or any collection of underlying asset included in the 20__-_ Designated Pool.
Appears in 1 contract
Sources: Exchange Note Transfer Agreement (ACAR Leasing Ltd.)