Addition of Aggregate Addition Accounts. (a) If (i) RFC VIII is required, pursuant to Subsection 2.13(a) of the Transfer Agreement, to designate additional accounts to the Trust, or (ii) RFC VIII elects, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts. In addition, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts. (b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII shall purchase TRS’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date: (i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account; (ii) TRS shall have delivered to RFC VIII copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s interest in the Receivables arising therein and the related Purchased Assets; (iii) TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date; (iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII have been made in contemplation of the occurrence thereof; (v) such addition will not, in the reasonable belief of TRS, have a material adverse effect on RFC VIII; (vi) TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above; (vii) TRS shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII and shall have delivered to RFC VIII the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and (viii) TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 6 contracts
Samples: Receivables Purchase Agreement, Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC VIII Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Centurion written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, Centurion shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, Centurion may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with Centurion shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSCenturion’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS Centurion, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSCenturion, have a material adverse effect on RFC VIIITRS;
(vi) TRS Centurion shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSCenturion, dated the Addition Date, confirming, to the extent applicable and in TRSCenturion’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS Centurion shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 4 contracts
Samples: Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC VIII Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give FSB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, FSB shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, FSB may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with FSB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSFSB’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS FSB, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSFSB, have a material adverse effect on RFC VIIITRS;
(vi) TRS FSB shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSFSB, dated the Addition Date, confirming, to the extent applicable and in TRSFSB’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS FSB shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 3 contracts
Samples: Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC), Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, [ ] becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Pooling and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer Pooling and Servicing Agreement, to designate additional accounts to then [ ] may, at its option, give the Trust, or (ii) RFC VIII elects, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Seller written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "Addition Notice Date") prior to the Addition Date therefor, and upon receipt of such notice and the Seller shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof [ ] will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (c) of the Pooling and Servicing Agreement and subsection 2.02(b) hereof, from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of [ ] and the Seller. In either event, the Seller shall sell to RFC VIII have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts. In additionThe Seller shall take all actions necessary to comply, at its option and or to enable [ ] to comply with the consent requirements of RFC VIII, TRS may designate Eligible Accounts as Section 2.09 of the Pooling and Servicing Agreement and shall perform with respects to the Receivables in such Aggregate Addition Accounts all actions specified in Section 2.09(c) of the Pooling and sell Servicing Agreement required to RFC VIII be performed by [ ], as Depositor under the Purchased Assets related to such Aggregate Addition AccountsPooling and Servicing Agreement.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII [ ] shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts (and the related Purchased Assets as provided in Section 2.01such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement), subject to the satisfaction of the following conditions on such Addition Dateconditions:
(i) as of the applicable Selection Date, each any Aggregate Addition Account Accounts shall all be an Eligible AccountAccounts;
(ii) TRS the Seller shall have delivered to RFC VIII [ ] copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s [ ]'s undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of [ ] by Section 4.03 of the Pooling and Servicing Agreement, the Seller shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Seller or other Account Owner, as applicable shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII [ ] have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a) hereof, in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Seller shall have delivered to RFC VIII [ ] an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to [ ] and by [ ] to the related Purchased Assets have been sold to RFC VIII and Trust will not result in an Adverse Effect and, in the case of Aggregate Addition Accounts, the Seller shall have delivered to RFC VIII [ ] an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Seller reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS to [ ] and RFC VIII shall by [ ] to the Trust will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Gs Mortgage Securities Corp), Receivables Purchase Agreement (Goldman Sachs Asset Backed Securities Corp)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC VIII Receivables Purchase Agreement, to designate additional accounts to then TRS may, at its option, give the Trust, or (ii) RFC VIII elects, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Seller written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, the Seller shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, the Seller may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Seller shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSthe Seller’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS The Seller shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS The Seller, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Seller shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSthe Seller, have a material adverse effect on RFC VIIITRS;
(vi) TRS The Seller shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSthe Seller, dated the Addition Date, confirming, to the extent applicable and in TRSthe Seller’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS The Seller shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) The Seller and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 2 contracts
Samples: Receivables Purchase Agreement, Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC V Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Centurion written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "ADDITION NOTICE DATE") prior to the Addition Date therefor, and upon receipt of such notice and notice, Centurion shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII V Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, Centurion may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with Centurion shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRS’s Centurion's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s TRS's interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, Centurion, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSCenturion, have a material adverse effect on RFC VIIITRS;
(vi) TRS Centurion shall have delivered to RFC VIII TRS an Officer’s 's Certificate of TRSCenturion, dated the Addition Date, confirming, to the extent applicable and in TRS’s Centurion's reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS Centurion shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT A (an “Aggregate Addition Account Supplemental Conveyance”"AGGREGATE ADDITION ACCOUNT SUPPLEMENTAL CONVEYANCE").
Appears in 2 contracts
Samples: Receivables Purchase Agreement (American Express Issuance Trust), Receivables Purchase Agreement (American Express Receivables Financing CORP v LLC)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Purchaser becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Pooling and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.9(a) of the Transfer Pooling and Servicing Agreement, to designate additional accounts to then the TrustPurchaser may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of give the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Seller written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "Addition Notice Date") prior to the Addition Date therefor, and upon receipt of such notice and the Seller shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof the Purchaser will be in compliance with the requirements of said subsection 2.9(a). Additionally, subject to subsections 2.9(b) and (c) of the Pooling and Servicing Agreement and subsection 2.2(b), from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Purchaser and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsSeller. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Seller shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII the Purchaser shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01shall be deemed to be Accounts for purposes of this Agreement), subject to the satisfaction of the following conditions on such Addition Dateconditions:
(i) as of the applicable Selection Date, each any Aggregate Addition Account Accounts shall all be an Eligible AccountAccounts;
(ii) TRS the Seller shall have delivered to RFC VIII the Purchaser copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s the Purchaser's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Purchaser by Section 4.3 of the Pooling and Servicing Agreement, the Seller shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Seller shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and to the related Purchased Assets to RFC VIII Purchaser have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.2(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Bank shall have delivered to RFC VIII the Purchaser an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to the Purchaser and by the related Purchased Assets have been sold Purchaser to RFC VIII and the Trust will not result in an Adverse Effect and, in the case of Aggregate Addition Accounts, the Seller shall have delivered to RFC VIII the Account Schedule with respect to such Purchaser an Officer's Certificate, dated the Addition Date, stating that the Seller reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS to the Purchaser and RFC VIII shall by the Purchaser to the Trust will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Partners First Receivables Funding Corp)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC VIII Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give FSB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, FSB shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, FSB may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with FSB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSFSB’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS FSB, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSFSB, have a material adverse effect on RFC VIIITRS;
(vi) TRS FSB shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSFSB, dated the Addition Date, confirming, to the extent applicable and in TRSFSB’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS FSB shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 1 contract
Samples: Receivables Purchase Agreement
Addition of Aggregate Addition Accounts. (a) If If, from time to time, ACE becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Pooling and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer Pooling and Servicing Agreement, to designate additional accounts to then ACE may, at its option, give the Trust, or (ii) RFC VIII elects, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Seller written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "Addition Notice Date") prior to the Addition Date therefor, and upon receipt of such notice and the Seller shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof ACE will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (c) of the Pooling and Servicing Agreement and subsection 2.02(b), from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of ACE and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsSeller. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Seller shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII ACE shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01shall be deemed to be Accounts for purposes of this Agreement), subject to the satisfaction of the following conditions on such Addition Dateconditions:
(i) as of the applicable Selection Date, each any Aggregate Addition Account Accounts shall all be an Eligible AccountAccounts;
(ii) TRS the Seller shall have delivered to RFC VIII ACE copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s ACE's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of ACE by Section 4.03 of the Pooling and Servicing Agreement, the Seller shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Seller or other Account Owner, as applicable shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII ACE have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Seller shall have delivered to RFC VIII ACE an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to ACE and by ACE to the related Purchased Assets have been sold to RFC VIII and Trust will not result in an Adverse Effect and, in the case of Aggregate Addition Accounts, the Seller shall have delivered to RFC VIII ACE an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Seller reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS to ACE and RFC VIII shall by ACE to the Trust will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Ace Securities Corp)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Company becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then HRAC may, at its option, give the Bank written notice thereof on or before the fifth Business Day (the "Addition Notice Date") prior to the TrustAddition Date therefor, and upon receipt of such notice the Bank shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof HRAC will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Company, HRAC and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsBank. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Bank shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII HRAC shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS the Bank shall have delivered to RFC VIII HRAC copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s the HRAC's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Company by Section 2.09(c) of the Transfer and Servicing Agreement, the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets or Participation Interests to RFC VIII HRAC have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Bank shall have delivered to RFC VIII HRAC, or its designee, an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts or Participation Interests to HRAC will not result in an Adverse Effect and the related Purchased Assets have been sold to RFC VIII and 11 Bank shall have delivered to RFC VIII HRAC, or its designee, an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Bank reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall or Participation Interests to HRAC will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of Aggregate Addition Accounts. (a) If (i) RFC VIII V is required, pursuant to Subsection 2.13(a) of the Transfer and Servicing Agreement, to designate additional accounts to the Trust, or (ii) RFC VIII V elects, pursuant to Subsection 2.13(b) of the Transfer and Servicing Agreement, to designate additional accounts to the Trust, then in either case RFC VIII V shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to RFC VIII V the Purchased Assets related to such Aggregate Addition Accounts. In addition, at its option and with the consent of RFC VIIIV, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII V the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII V shall purchase TRS’s 's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS shall have delivered to RFC VIII V copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s V's interest in the Receivables arising therein and the related Purchased Assets;
(iii) to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, TRS shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII V have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRS, have a material adverse effect on RFC VIIIV;
(vi) TRS shall have delivered to RFC VIII V an Officer’s 's Certificate of TRS, dated the Addition Date, confirming, to the extent applicable and in TRS’s 's reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII V and shall have delivered to RFC VIII V the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII V shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT A (an “Aggregate Addition Account Supplemental Conveyance”"AGGREGATE ADDITION ACCOUNT SUPPLEMENTAL CONVEYANCE").
Appears in 1 contract
Samples: Receivables Purchase Agreement (American Express Issuance Trust)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Company becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then HRAC may, at its option, give the Bank written notice thereof on or before the fifth Business Day (the "ADDITION NOTICE DATE") prior to the TrustAddition Date therefor, and upon receipt of such notice the Bank shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof HRAC will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Company, HRAC and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsBank. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Bank shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII HRAC shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS the Bank shall have delivered to RFC VIII HRAC copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s the HRAC's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Company by Section 2.09(c) of the Transfer and Servicing Agreement, the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets or Participation Interests to RFC VIII HRAC have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Bank shall have delivered to RFC VIII HRAC, or its designee, an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts or Participation Interests to HRAC will not result in an Adverse Effect and the related Purchased Assets have been sold to RFC VIII and shall have delivered to RFC VIII the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).the
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC V Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give FSB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "ADDITION NOTICE DATE") prior to the Addition Date therefor, and upon receipt of such notice and notice, FSB shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII V Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, FSB may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with FSB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRS’s FSB's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s TRS's interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, FSB, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSFSB, have a material adverse effect on RFC VIIITRS;
(vi) TRS FSB shall have delivered to RFC VIII TRS an Officer’s 's Certificate of TRSFSB, dated the Addition Date, confirming, to the extent applicable and in TRS’s FSB's reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS FSB shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT A (an “Aggregate Addition Account Supplemental Conveyance”"AGGREGATE ADDITION ACCOUNT SUPPLEMENTAL CONVEYANCE").
Appears in 1 contract
Samples: Receivables Purchase Agreement (American Express Issuance Trust)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, HRF becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then HRF may, at its option, give the Bank written notice thereof on or before the fifth Business Day (the "Addition Notice Date") prior -------------------- to the TrustAddition Date therefor, and upon receipt of such notice the Bank shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof HRF will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of HRF and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsBank. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Bank shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII HRF shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS the Bank shall have delivered to RFC VIII HRF copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s HRF's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of HRF by Section 2.09(c) of the Transfer and Servicing Agreement, the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets or Participation Interests to RFC VIII HRF have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Bank shall have delivered to RFC VIII HRF an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts or Participation Interests to HRF will not result in an Adverse Effect and the related Purchased Assets have been sold to RFC VIII and Bank shall have delivered to RFC VIII HRF an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Bank reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall or Participation Interests to HRF will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Credit Card Master Note Trust I)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Company becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then the Company may, at its option, give HRAC written notice thereof on or before the fifth Business Day (the "ADDITION NOTICE DATE") prior to the TrustAddition Date therefor, and upon receipt of such notice HRAC shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof the Company will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Company and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsHRAC. In additioneither event, at its option and with HRAC shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII the Company shall purchase TRS’s HRAC's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s the Company's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Company by Section 2.09(c) of the Transfer and Servicing Agreement, HRAC shall have deposited, or shall have caused to be deposited, in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS HRAC or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and or Participation Interests to the related Purchased Assets to RFC VIII Company have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts or Participation Interests to the Company will not result in an Adverse Effect and the related Purchased Assets have been sold to RFC VIII and HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Account Schedule with respect to such Company an Officer's Certificate, dated the Addition Date, stating that HRAC reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall or Participation Interests to the Company will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Company becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then the Company shall give the Sellers written notice thereof on or before the fifth Business Day (the "ADDITION NOTICE DATE") prior to the TrustAddition Date therefor, and upon receipt of such notice the Sellers shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts, as set forth in the related written notice, so that after the inclusion thereof the Company will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Company and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsSeller. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Sellers shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII the Company shall purchase TRS’s each of the related Sellers' right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS each of the related Sellers shall have delivered to RFC VIII the Company copies of UCC UCC-1 financing statements covering such related Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s the Company's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Company by Section 2.09(c) of the Transfer and Servicing Agreement, each of the related Sellers shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such related Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS any of the related Sellers shall have occurred nor shall the sale transfer of the Receivables arising in the related Aggregate Addition Accounts and or Participation Interests to the related Purchased Assets to RFC VIII Company have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS each of the related Sellers shall have delivered to RFC VIII the Company, or its designee, an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts or Participation Interests to the Company will not result in an Adverse Effect and the each related Purchased Assets have been sold to RFC VIII and Seller shall have delivered to RFC VIII the Account Schedule with respect to Company, or its designee, an Officer's Certificate, dated the Addition Date, stating that such Seller reasonably believes that the addition of the Receivables arising in the related Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall or Participation Interests to the Company will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Consumer Loan Corp Ii)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC V Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give FSB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, FSB shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII V Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, FSB may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with FSB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSFSB’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, FSB, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSFSB, have a material adverse effect on RFC VIIITRS;
(vi) TRS FSB shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSFSB, dated the Addition Date, confirming, to the extent applicable and in TRSFSB’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS FSB shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 1 contract
Samples: Receivables Purchase Agreement
Addition of Aggregate Addition Accounts. (a) If If, from time to time, HRF becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then HRF may, at its option, give the Bank written notice thereof on or before the fifth Business Day (the "Addition Notice Date") prior -------------------- to the TrustAddition Date therefor, and upon receipt of such notice the Bank shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof HRF will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of HRF and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsBank. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Bank shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII HRF shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01shall be deemed to be Accounts for purposes of this Agreement), subject to the satisfaction of the following conditions on such Addition Dateconditions:
(i) as of the applicable Selection Date, each any Aggregate Addition Account Accounts shall all be an Eligible AccountAccounts;
(ii) TRS the Bank shall have delivered to RFC VIII HRF copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s HRF's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of HRF by Section 2.09(c) of the Transfer and Servicing Agreement, the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII HRF have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Bank shall have delivered to RFC VIII HRF an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to HRF and by HRF to the related Purchased Assets have been sold to RFC VIII and Trust will not result in an Adverse Effect and, in the case of Aggregate Addition Accounts, the Bank shall have delivered to RFC VIII HRF an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Bank reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS to HRF and RFC VIII shall by HRF to the Trust will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Credit Card Master Note Trust I)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, ACCS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.02(a) of the Transfer ACCS Purchase Agreement, to designate additional accounts to the Trustthen ACCS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give ANB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "ADDITION NOTICE DATE") prior to the Addition Date therefor, and upon receipt of such notice and ANB shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof ACCS will be in compliance with the requirements of said subsection 2.02(a). Additionally, subject to the Transfer and Servicing Agreement and subsection 2.02(b), from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of ACCS and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsANB. In additioneither event, at its option and with ANB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII ACCS shall purchase TRS’s ANB's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS ANB shall have delivered to RFC VIII ACCS copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s ACCS's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of ACCS by subsection 2.02(b)(iii) of the ACCS Purchase Agreement, ANB shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS ANB or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII ACCS have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS ANB shall have delivered to RFC VIII ACCS an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to ACCS will not result in an Adverse Effect and the related Purchased Assets have been sold to RFC VIII and ANB shall have delivered to RFC VIII ACCS an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that ANB reasonably believes that the transfer of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall to ACCS will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Associates Credit Card Receivables Corp)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, the Company becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts then the Company may, at its option, give HRAC written notice thereof on or before the fifth Business Day (the "Addition Notice Date") prior to the TrustAddition Date therefor, and upon receipt of such notice HRAC shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof the Company will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (ii) RFC VIII elects, pursuant to Subsection 2.13(bc) of the Transfer Agreementand Servicing Agreement and subsection 2.02(b), from time to designate additional accounts to the Trust, then in either case RFC VIII shall give written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding the related addition date. Upon receipt of such notice and on or prior to such addition date, TRS shall designate sufficient time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of the Company and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsHRAC. In additioneither event, at its option and with HRAC shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII the Company shall purchase TRS’s HRAC's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company copies of UCC UCC-1 financing statements covering such Aggregate Addition AccountsAccounts or Participation Interests, if necessary to perfect RFC VIII’s the Company's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of the Company by Section 2.09(c) of the Transfer and Servicing Agreement, HRAC shall have deposited, or shall have caused to be deposited, in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts or Participation Interests since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS HRAC or other Account Owner, as the case may be, shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and or Participation Interests to the related Purchased Assets to RFC VIII Company have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;
(vii) TRS shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII and shall have delivered to RFC VIII the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC V Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Centurion written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon “Addition Notice Date”) prior to the Addition Date therefor, and upon receipt of such notice and notice, Centurion shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII V Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, Centurion may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with Centurion shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRSCenturion’s right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, Centurion, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSCenturion, have a material adverse effect on RFC VIIITRS;
(vi) TRS Centurion shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSCenturion, dated the Addition Date, confirming, to the extent applicable and in TRSCenturion’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS Centurion shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”).
Appears in 1 contract
Samples: Receivables Purchase Agreement
Addition of Aggregate Addition Accounts. (a) If If, from time to time, ACCR becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer and Servicing Agreement, to designate additional accounts to the Trustthen ACCR may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give ACCS written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "ADDITION NOTICE DATE") prior to the Addition Date therefor, and upon receipt of such notice and ACCS shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof ACCR will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (c) of the Transfer and Servicing Agreement and subsection 2.02(b), from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of ACCR and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsACCS. In additioneither event, at its option and with ACCS shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII ACCR shall purchase TRS’s ACCS's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts shall be deemed to be Accounts for purposes of this Agreement) and the related Purchased Assets as provided in Section 2.01Assets, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each all Aggregate Addition Account Accounts shall be an Eligible AccountAccounts;
(ii) TRS ACCS shall have delivered to RFC VIII ACCR copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s ACCR's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of ACCR by Section 2.09(c) of the Transfer and Servicing Agreement, ACCS shall have deposited, or shall have caused deposited in the Servicer to deposit, into Collection Account (as such term is defined in the Segregation Account Indenture) all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS ACCS shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII ACCR have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS ACCS shall have delivered to RFC VIII ACCR an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts and to ACCR will not result in an Adverse Effect and, in the related Purchased Assets have been sold to RFC VIII and case of Aggregate Addition Accounts, ACCS shall have delivered to RFC VIII ACCR an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that ACCS reasonably believes that the transfer of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS and RFC VIII shall to ACCR will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Associates Credit Card Receivables Corp)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, TRS becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Transfer and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(a2.02(a) of the Transfer TRS-RFC V Receivables Purchase Agreement, to designate additional accounts to the Trustthen TRS may, or (ii) RFC VIII electsat its option, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give FSB written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "ADDITION NOTICE DATE") prior to the Addition Date therefor, and upon receipt of such notice and notice, FSB shall, on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts as Aggregate Addition Accounts and shall sell to TRS the Purchased Assets related to such Aggregate Addition Accounts so that, following the inclusion thereof, TRS will be in compliance with the requirements of Subsection 2.02(a) of the TRS-RFC VIII V Receivables Purchase Agreement. Additionally, subject to Subsection 2.02(b) of this Agreement, at its option and with the consent of TRS, FSB may designate Eligible Accounts as Aggregate Addition Accounts and sell to TRS the Purchased Assets related to such Aggregate Addition Accounts. In additioneither event, at its option and with FSB shall have sole responsibility for selecting the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII TRS shall purchase TRS’s FSB's right, title and interest in, to and under the Receivables in such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) as of the applicable Selection Date, each Aggregate Addition Account shall be an Eligible Account;
(ii) TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s TRS's interest in the Receivables arising therein and the related Purchased Assets;
(iii) TRS to the extent daily collections are required by Section 3.1 of the Transfer and Servicing Agreement, FSB, on behalf of TRS, shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII TRS have been made in contemplation of the occurrence thereof;
(v) such addition will not, in the reasonable belief of TRSFSB, have a material adverse effect on RFC VIIITRS;
(vi) TRS FSB shall have delivered to RFC VIII TRS an Officer’s 's Certificate of TRSFSB, dated the Addition Date, confirming, to the extent applicable and in TRS’s FSB's reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) TRS FSB shall have indicated in its computer files that Receivables created in connection with such Aggregate Addition Accounts and the related Purchased Assets have been sold to RFC VIII TRS and shall have delivered or caused to RFC VIII be delivered to TRS the Account Schedule with respect to such Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT A (an “Aggregate Addition Account Supplemental "AGGREGATE ADDITION ACCOUNT SUPPLEMENTAL Conveyance”").
Appears in 1 contract
Samples: Receivables Purchase Agreement (American Express Receivables Financing CORP v LLC)
Addition of Aggregate Addition Accounts. (a) If If, from time to time, ABSC becomes obligated to designate Aggregate Addition Accounts (ias such term is defined in the Pooling and Servicing Agreement) RFC VIII is required, pursuant to Subsection 2.13(asubsection 2.09(a) of the Transfer Pooling and Servicing Agreement, to designate additional accounts to then ABSC may, at its option, give the Trust, or (ii) RFC VIII elects, pursuant to Subsection 2.13(b) of the Transfer Agreement, to designate additional accounts to the Trust, then in either case RFC VIII shall give Seller written notice thereof to TRS; provided, however, that such notice shall be provided on or before the eighth (8th) Business Day immediately preceding (the related addition date. Upon "Addition Notice Date") prior to the Addition Date therefor, and upon receipt of such notice and the Seller shall on or prior to such addition datebefore the Addition Date, TRS shall designate sufficient Eligible Accounts to be included as Additional Accounts so that after the inclusion thereof ABSC will be in compliance with the requirements of said subsection 2.09(a). Additionally, subject to subsections 2.09(b) and (c) of the Pooling and Servicing Agreement and subsection 2.02(b), from time to time Eligible Accounts may be designated to be included as Aggregate Addition Accounts Accounts, upon the mutual agreement of ABSC and shall sell to RFC VIII the Purchased Assets related to such Aggregate Addition AccountsSeller. In additioneither event, at its option and with the consent of RFC VIII, TRS may designate Eligible Accounts as Aggregate Addition Accounts and sell to RFC VIII Seller shall have sole responsibility for selecting the Purchased Assets related to such Aggregate Addition Accounts.
(b) On the Addition Date with respect to any designation of Aggregate Addition Accounts, such Aggregate Addition Accounts shall become Accounts, and RFC VIII ABSC shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in Aggregate Addition Accounts (and such Aggregate Addition Accounts and the related Purchased Assets as provided in Section 2.01shall be deemed to be Accounts for purposes of this Agreement), subject to the satisfaction of the following conditions on such Addition Dateconditions:
(i) as of the applicable Selection Date, each any Aggregate Addition Account Accounts shall all be an Eligible AccountAccounts;
(ii) TRS the Seller shall have delivered to RFC VIII ABSC copies of UCC UCC-1 financing statements covering such Aggregate Addition Accounts, if necessary to perfect RFC VIII’s ABSC's undivided interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) TRS to the extent required of ABSC by Section 4.03 of the Pooling and Servicing Agreement, the Seller shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such Aggregate Addition Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to TRS the Seller or other Account Owner, as applicable shall have occurred nor shall the sale transfer of the Receivables arising in the Aggregate Addition Accounts and the related Purchased Assets to RFC VIII ABSC have been made in contemplation of the occurrence thereof;
(v) such addition will notsolely with respect to Aggregate Addition Accounts designated pursuant to the second sentence of subsection 2.02(a), in the reasonable belief of TRS, Rating Agency Condition shall have a material adverse effect on RFC VIIIbeen satisfied;
(vi) TRS the Seller shall have delivered to RFC VIII ABSC an Officer’s Certificate of TRS's Certificate, dated the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (v) above;; and
(vii) TRS shall have indicated the transfer of the Receivables arising in its computer files that Receivables created in connection with such the Aggregate Addition Accounts to ABSC and by ABSC to the related Purchased Assets have been sold to RFC VIII and Trust will not result in an Adverse Effect and, in the case of Aggregate Addition Accounts, the Seller shall have delivered to RFC VIII ABSC an Officer's Certificate, dated the Account Schedule with respect to such Addition Date, stating that the Seller reasonably believes that the addition of the Receivables arising in the Aggregate Addition Accounts in accordance with Subsection 2.01(c); and
(viii) TRS to ABSC and RFC VIII shall by ABSC to the Trust will not have entered into a duly executed, written assignment, substantially in the form of Exhibit A (an “Aggregate Addition Account Supplemental Conveyance”)Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Asset Backed Securities Corp)
