Addition of New Accounts. (a) Upon the mutual agreement of TRS and RFC VIII, subject to compliance by TRS with Subsection 2.03(b), TRS may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to such New Accounts. TRS shall cooperate with RFC VIII to enable RFC VIII to comply with the requirements of Subsections 2.13(d) and (e) of the Transfer Agreement and shall cooperate with RFC VIII to enable RFC VIII to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d) and (e) of the Transfer Agreement. (b) On the Addition Date with respect to any New Accounts, RFC VIII shall purchase TRS’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions: (i) as of the applicable Selection Date, each New Account shall be an Eligible Account; (ii) on such Addition Date, TRS shall have delivered to RFC VIII copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIII’s interest in the Receivables arising therein and the related Purchased Assets; (iii) on such Addition Date, TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date; (iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above; (vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and (viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”). (c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
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 New Accounts. (a) Upon the mutual agreement of TRS FSB and RFC VIIITRS, subject to compliance by TRS FSB with Subsection 2.03(b), TRS FSB may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS FSB shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRSFSB’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) FSB, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSFSB, dated such Addition Date, confirming, to the extent applicable and in TRSFSB’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS FSB shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS FSB shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
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 New Accounts. (a) Upon the mutual agreement of TRS Centurion and RFC VIIITRS, subject to compliance by TRS Centurion with Subsection 2.03(b), TRS Centurion may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS Centurion shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRSCenturion’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) Centurion, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSCenturion, dated such Addition Date, confirming, to the extent applicable and in TRSCenturion’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS Centurion shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS Centurion shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
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 New Accounts. (a) Upon the mutual agreement of TRS Centurion and RFC VIIITRS, subject to compliance by TRS Centurion with Subsection 2.03(b), TRS Centurion may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS Centurion shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRS’s Centurion's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIII’s TRS'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, Centurion, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS an Officer’s 's Certificate of TRSCenturion, dated such 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) on such Addition Date, TRS Centurion shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT B (a “New Account Supplemental Conveyance”"NEW ACCOUNT SUPPLEMENTAL CONVEYANCE").
(c) On the related New Account Delivery Date, TRS Centurion shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (American Express Receivables Financing CORP v LLC), Receivables Purchase Agreement (American Express Issuance Trust)
Addition of New Accounts. (a) Upon the mutual agreement of TRS FSB and RFC VIIITRS, subject to compliance by TRS FSB with Subsection 2.03(b), TRS FSB may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS FSB shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRS’s FSB's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIII’s TRS'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, FSB, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS an Officer’s 's Certificate of TRSFSB, dated such 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) on such Addition Date, TRS FSB shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT B (a “New Account Supplemental Conveyance”"NEW ACCOUNT SUPPLEMENTAL CONVEYANCE").
(c) On the related New Account Delivery Date, TRS FSB shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (American Express Receivables Financing CORP v LLC), Receivables Purchase Agreement (American Express Issuance Trust)
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Seller and RFC VIIITRS, subject to compliance by TRS the Seller with Subsection 2.03(b), TRS the Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS The Seller shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC VIII Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRSthe Seller’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS the Seller shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIIITRS’s interest in the Receivables arising therein and the related Purchased Assets;
(iii) The Seller, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS the Seller shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS the Seller shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSthe Seller, dated such 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) on such Addition Date, TRS the Seller shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, the Seller and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS the Seller shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
Appears in 2 contracts
Samples: Receivables Purchase Agreement, Receivables Purchase Agreement (American Express Receivables Financing Corp VIII LLC)
Addition of New Accounts. (a) Upon the mutual agreement of TRS [ ] and RFC VIIIthe Seller, subject to compliance by TRS [ ] with Subsection the conditions specified in subsections 2.09(d) and (e) of the Pooling and Servicing Agreement and compliance by the Seller with subsection 2.03(b)) hereof, TRS the Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Seller shall cooperate with RFC VIII take all actions necessary to comply, or to enable RFC VIII [ ] to comply comply, with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer Pooling and Servicing Agreement and shall cooperate with RFC VIII to enable RFC VIII to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer Pooling and Servicing Agreement required to be performed by [ ], as Depositor, under the Pooling and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII [ ] shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account Accounts shall all be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Seller shall have delivered to RFC VIII [ ] copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s [ ]'s interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of [ ] by Section 4.03 of the Pooling and Servicing Agreement, TRS 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 New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such 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 New Accounts and the related Purchased Assets to RFC VIII [ ] have been made in contemplation of the occurrence thereof;; and
(v) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered New Accounts to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, [ ] and by [ ] to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially Trust will not result in the form occurrence of Exhibit B (a “New Account Supplemental Conveyance”)Pay Out Event.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Goldman Sachs Asset Backed Securities Corp), Receivables Purchase Agreement (Gs Mortgage Securities Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Company, HRAC and RFC VIIIthe Bank, subject to compliance by TRS with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), TRS the Bank may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Bank shall cooperate with RFC VIII the Company and HRAC to enable RFC VIII the Company to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII the Company and HRAC to enable RFC VIII the Company to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII HRAC shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Bank shall have delivered to RFC VIII HRAC, or its designee, copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s HRAC's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of the Company by Section 2.09(e) of the Transfer and Servicing Agreement, TRS the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and the related Purchased Assets to RFC VIII HRAC 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) on such Addition Date, TRS Bank shall have delivered to RFC VIII HRAC, or its designee, an Officer’s Certificate of TRSofficer's certificate, dated such the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (iii) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the New Accounts to HRAC will not result in an Adverse Effect, and the Bank shall have delivered to HRAC, or its designee, an officer's certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially stating that the Bank reasonably believes that the addition to the Trust of the Receivables arising in the form of Exhibit B (a “New Account Supplemental Conveyance”)Accounts will not have an Adverse Effect.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 2 contracts
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii), Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Company and RFC VIIIa Seller, subject to compliance by TRS with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), TRS such Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS Such Seller shall cooperate with RFC VIII the Company to enable RFC VIII the Company to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII the Company to enable RFC VIII the Company to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII the Company shall purchase TRS’s the related Seller's right, title and interest in, to and under the Receivables in such the related New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all such New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the related Seller shall have delivered to RFC VIII the Company, or its designee, copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s the Company's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of the Company by Section 2.09(e) of the Transfer and Servicing Agreement, TRS the related 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 New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS the related Seller, shall have occurred nor shall the sale transfer of the Receivables arising in the such New Accounts and to the related Purchased Assets to RFC VIII Company 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) on such Addition Date, TRS related Seller shall have delivered to RFC VIII the Company, or its designee, an Officer’s Certificate of TRSofficer's certificate, dated such the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (iii) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the related New Accounts to the Company will not result in an Adverse Effect, and the related Seller shall have delivered to the Company, or its designee, an officer's certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially stating that such Seller reasonably believes that the addition to the Trust of the Receivables arising in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New AccountsAccounts will not have an Adverse Effect.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Consumer Loan Corp Ii)
Addition of New Accounts. (a) Upon the mutual agreement of TRS ACCS and RFC VIIIANB, subject to compliance by TRS ANB with Subsection subsection 2.03(b), TRS ANB may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS ANB shall cooperate with RFC VIII ACCS to enable RFC VIII ACCS to comply with the requirements of Subsections 2.13(d) and (eSection 2.03(a) of the Transfer ACCS Purchase Agreement and shall cooperate with RFC VIII ACCS to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d) and (esubsections 2.03(a) of the Transfer ACCS Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII ACCS shall purchase TRS’s ANB's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Addition Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS ANB shall have delivered to RFC VIII ACCS copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s ACCS's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Date, TRS shall have deposited, or shall have caused the Servicer to deposit, into the Segregation Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such 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 New Accounts and the related Purchased Assets to RFC VIII ACCS have been made in contemplation of the occurrence thereof;
(viv) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and to ACCS will not result in the related Purchased Assets have been sold to RFC VIIIoccurrence of a Pay Out Event; and
(viiiv) on such Addition Dateto the extent required of ACCS by subsection 2.03(b)(iii) of the ACCS Purchase Agreement, TRS and RFC VIII ANB shall have entered into a duly executed, written assignment, substantially deposited in the form of Exhibit B (a “New Collection Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule all Collections with respect to such New AccountsAccounts since the Additional Cut-Off Date.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Associates Credit Card Receivables Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS ACCR and RFC VIIIACCS, subject to compliance by TRS ACCS with Subsection subsection 2.03(b), TRS ACCS may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS ACCS shall cooperate with RFC VIII ACCR to enable RFC VIII ACCR to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII ACCR to enable RFC VIII ACCR to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII ACCR shall purchase TRS’s ACCS's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Addition Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS ACCS shall have delivered to RFC VIII ACCR copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s ACCR's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of ACCR by Section 2.09(e) of the Transfer and Servicing Agreement, TRS ACCS shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS ANB or other Account Owner, as applicable, or ACCS shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and the related Purchased Assets to RFC VIII ACCR have been made in contemplation of the occurrence thereof;; and
(v) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially ACCR will not result in the form occurrence of Exhibit B (a “New Account Supplemental Conveyance”)Pay Out Event.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Associates Credit Card Receivables Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS and RFC VIIIV, subject to compliance by TRS with Subsection 2.03(b), TRS may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII V the Purchased Assets related to such New Accounts. TRS shall cooperate with RFC VIII V to enable RFC VIII V to comply with the requirements of Subsections 2.13(d) and (e) of the Transfer and Servicing Agreement and shall cooperate with RFC VIII V to enable RFC VIII V to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII V shall purchase TRS’s 's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS shall have delivered to RFC VIII V copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIII’s V's interest in the Receivables arising therein and the related Purchased Assets;
(iii) on such Addition Date, 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 New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS shall have delivered to RFC VIII V an Officer’s 's Certificate of TRS, dated such 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) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIIV; and
(viii) on such Addition Date, TRS and RFC VIII V shall have entered into a duly executed, written assignment, substantially in the form of Exhibit EXHIBIT B (a “New Account Supplemental Conveyance”"NEW ACCOUNT SUPPLEMENTAL CONVEYANCE").
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII V the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (American Express Issuance Trust)
Addition of New Accounts. (a) Upon the mutual agreement of TRS HRF and RFC VIIIthe Bank, subject to compliance by TRS HRF with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance by the Bank with subsection 2.03(b), TRS the Bank may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Bank shall cooperate with RFC VIII take all actions necessary to comply, or to enable RFC VIII HRF to comply comply, with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII HRF to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII HRF shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Addition Cut-Off Date, subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account Accounts shall all be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Bank shall have delivered to RFC VIII HRF copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s HRF's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of HRF by Section 2.09(e) of the Transfer and Servicing Agreement, TRS the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and the related Purchased Assets to RFC VIII HRF have been made in contemplation of the occurrence thereof;; and
(v) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered New Accounts to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, HRF and by HRF to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially Trust will not result in the form occurrence of Exhibit B (an Amortization Event or a “New Account Supplemental Conveyance”)Reinvestment Event.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Credit Card Master Note Trust I)
Addition of New Accounts. (a) Upon the mutual agreement of TRS Centurion and RFC VIIITRS, subject to compliance by TRS Centurion with Subsection 2.03(b), TRS Centurion may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS Centurion shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRSCenturion’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIIITRS’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, Centurion, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS Centurion shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS Centurion shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSCenturion, dated such Addition Date, confirming, to the extent applicable and in TRSCenturion’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS Centurion shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, Centurion and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS Centurion shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement
Addition of New Accounts. (a) Upon the mutual agreement of TRS FSB and RFC VIIITRS, subject to compliance by TRS FSB with Subsection 2.03(b), TRS FSB may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII TRS the Purchased Assets related to such New Accounts. TRS FSB shall cooperate with RFC VIII TRS to enable RFC VIII TRS to comply with the requirements of Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement and shall cooperate with RFC VIII TRS to enable RFC VIII TRS to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(d2.03(a) and (eb) of the Transfer TRS-RFC V Receivables Purchase Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII TRS shall purchase TRSFSB’s right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account shall be an Eligible Account;
(ii) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS copies of UCC financing statements covering such New Accounts, if necessary to perfect RFC VIIITRS’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, FSB, on such Addition Datebehalf of TRS, TRS shall have deposited, or shall have caused the Servicer to deposit, deposited into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Cut-Off Date;
(iv) as of each of the Addition Cut-Off Date and such Addition Date, no Insolvency Event with respect to TRS FSB shall have occurred nor shall the sale of the Receivables arising in the New 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) on such Addition Date, TRS FSB shall have delivered to RFC VIII TRS an Officer’s Certificate of TRSFSB, dated such Addition Date, confirming, to the extent applicable and in TRSFSB’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS FSB shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIIITRS; and
(viii) on such Addition Date, FSB and TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS FSB shall deliver or cause to RFC VIII be delivered the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Company and RFC VIIIHRAC, subject to compliance by TRS with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), TRS HRAC may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS HRAC shall cooperate with RFC VIII the Company to enable RFC VIII the Company to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII the Company to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII the Company shall purchase TRS’s the HRAC's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, 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 New Accounts, if necessary to perfect RFC VIII’s the Company's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of the Company by Section 2.09(e) of the Transfer and Servicing Agreement, TRS HRAC shall have deposited, or shall have caused to be deposited, in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS HRAC or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and to the related Purchased Assets to RFC VIII Company 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) on such Addition Date, TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company an Officer’s Certificate of TRSofficer's certificate, dated such the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (iii) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the New Accounts to the Company will not result in an Adverse Effect, and HRAC shall have delivered, or caused to be delivered, to the Company an officer's certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially stating that HRAC reasonably believes that the addition to the Trust of the Receivables arising in the form of Exhibit B (a “New Account Supplemental Conveyance”)Accounts will not have an Adverse Effect.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of New Accounts. (a) Upon the mutual agreement of TRS HRF and RFC VIIIthe Bank, subject to compliance by TRS with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), TRS the Bank may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Bank shall cooperate with RFC VIII HRF to enable RFC VIII HRF to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII HRF to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII HRF shall purchase TRS’s the Bank's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Bank shall have delivered to RFC VIII HRF copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s HRF's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of HRF by Section 2.09(e) of the Transfer and Servicing Agreement, TRS the Bank shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS the Bank or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and the related Purchased Assets to RFC VIII HRF 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) on such Addition Date, TRS Bank shall have delivered to RFC VIII HRF an Officer’s Certificate of TRSofficer's certificate, dated such the Addition Date, confirming, confirming to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (iii) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the New Accounts to HRF will not result in an Adverse Effect, and the Bank shall have delivered to HRF an officer's certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially stating that the Bank reasonably believes that the addition to the Trust of the Receivables arising in the form of Exhibit B (a “New Account Supplemental Conveyance”)Accounts will not have an Adverse Effect.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Household Credit Card Master Note Trust I)
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Company and RFC VIIIHRAC, subject to compliance by TRS with Subsection the conditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), TRS HRAC may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS HRAC shall cooperate with RFC VIII the Company to enable RFC VIII the Company to comply with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII the Company to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII the Company shall purchase TRS’s the HRAC's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date and the related Purchased Assets, subject to the satisfaction of the following conditionsconditions on such Addition Date:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, 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 New Accounts, if necessary to perfect RFC VIII’s the Company's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of the Company by Section 2.09(e) of the Transfer and Servicing Agreement, TRS HRAC shall have deposited, or shall have caused to be deposited, in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS HRAC or other Account Owner, as applicable, shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and to the related Purchased Assets to RFC VIII Company 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) on such Addition Date, TRS HRAC shall have delivered delivered, or caused to RFC VIII be delivered, to the Company an Officer’s Certificate of TRSofficer's certificate, dated such the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (iii) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the New Accounts to the Company will not result in an Adverse Effect, and HRAC shall have delivered, or caused to be delivered, to the Company an officer's certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.stating
Appears in 1 contract
Samples: Receivables Purchase Agreement (Hrsi Funding Inc Ii)
Addition of New Accounts. (a) Upon the mutual agreement of TRS ABSC and RFC VIIIthe Seller, subject to compliance by TRS ABSC with Subsection the conditions specified in subsections 2.09(d) and (e) of the Pooling and Servicing Agreement and compliance by the Seller with subsection 2.03(b), TRS the Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Seller shall cooperate with RFC VIII take all actions necessary to comply, or to enable RFC VIII ABSC to comply comply, with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer Pooling and Servicing Agreement and shall cooperate with RFC VIII ABSC to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer Pooling and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII ABSC shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account Accounts shall all be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Seller shall have delivered to RFC VIII ABSC copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s ABSC's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of ABSC by Section 4.03 of the Pooling and Servicing Agreement, TRS 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 New Accounts since the applicable Addition Additional Cut-Off Date;
; (iv) as of each of the Addition Additional Cut-Off Date and such 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 New Accounts and the related Purchased Assets to RFC VIII ABSC 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) on such Addition Date, TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially in the form of Exhibit B (a “New Account Supplemental Conveyance”).
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Asset Backed Securities Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS ACE and RFC VIIIthe Seller, subject to compliance by TRS ACE with Subsection the conditions specified in subsections 2.09(d) and (e) of the Pooling and Servicing Agreement and compliance by the Seller with subsection 2.03(b), TRS the Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Seller shall cooperate with RFC VIII take all actions necessary to comply, or to enable RFC VIII ACE to comply comply, with the requirements of Subsections 2.13(d) and (e) Section 2.09 of the Transfer Pooling and Servicing Agreement and shall cooperate with RFC VIII ACE to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer Pooling and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII ACE shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account Accounts shall all be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Seller shall have delivered to RFC VIII ACE copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s ACE's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of ACE by Section 4.03 of the Pooling and Servicing Agreement, TRS 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 New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such 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 New Accounts and the related Purchased Assets to RFC VIII ACE have been made in contemplation of the occurrence thereof;; and
(v) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered New Accounts to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, ACE and by ACE to the extent applicable and in TRS’s reasonable belief, the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially Trust will not result in the form occurrence of Exhibit B (a “New Account Supplemental Conveyance”)Pay Out Event or a Reinvestment Event.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Ace Securities Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS CFC and RFC VIIIFinance Corp., subject to compliance by TRS with Subsection 2.03(b), TRS may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to such New Accounts. TRS shall cooperate with RFC VIII to enable RFC VIII to comply with the requirements of Subsections 2.13(dconditions specified in subsections 2.09(d) and (e) of the Transfer and Servicing Agreement and compliance with subsection 2.03(b), Finance Corp. may designate Eligible Accounts to be included as New Accounts. Upon such designation, such New Accounts shall be deemed to be Accounts hereunder. Finance Corp. shall cooperate with CFC to enable CFC to comply with the requirements of Section 2.09 of the Transfer and Servicing Agreement and shall cooperate with RFC VIII CFC to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.09(d) and (e) of the Transfer and Servicing Agreement.
(ba) On the Addition Date with respect to any designation of New Accounts, RFC VIII CFC shall purchase TRS’s Finance Corp.'s right, title and interest in, to and under the Receivables in such New Accounts (as of the Additional Cut-Off Date) (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon ), subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each all New Account Accounts shall be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS Finance Corp. shall have delivered to RFC VIII CFC copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s interest in CFC's ownership of the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of CFC by Section 8.04 of the Indenture, TRS Finance Corp. shall have deposited, or shall have caused deposited in the Servicer to deposit, into the Segregation Collection Account all Collections with respect to such New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS Finance Corp. shall have occurred nor shall the sale transfer to CFC of the Receivables arising in the New 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) on such Addition Date, TRS Finance Corp. shall have delivered to RFC VIII CFC an Officer’s Certificate of TRS's Certificate, dated such the Addition Date, confirming, to the extent applicable and in TRS’s reasonable beliefapplicable, the items set forth in clauses (i) through (viv) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and the related Purchased Assets have been sold to RFC VIII; and
(viiivi) on such the transfer of the Receivables arising in the New Accounts to CFC and by CFC to the Issuer will not result in an Adverse Effect and Finance Corp. shall have delivered to CFC an Officer's Certificate, dated the Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially stating that Finance Corp. reasonably believes that the transfer of the Receivables arising in the form of Exhibit B (a “New Account Supplemental Conveyance”)Accounts to CFC and by CFC to the Issuer will not have an Adverse Effect.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Conseco Finance Credit Funding Corp)
Addition of New Accounts. (a) Upon the mutual agreement of TRS the Purchaser and RFC VIIIthe Bank, subject to compliance by TRS the Purchaser with Subsection 2.03(bthe conditions specified in subsections 2.9(d) and (e) of the Pooling and Servicing Agreement and compliance by the Seller with subsection 2.3(b), TRS the Seller may designate newly originated Eligible Accounts to be included as New Accounts and sell to RFC VIII the Purchased Assets related to Accounts. Upon such designation, such New AccountsAccounts shall be deemed to be Accounts hereunder. TRS The Seller shall cooperate with RFC VIII take all actions necessary to comply, or to enable RFC VIII the Purchaser to comply comply, with the requirements of Subsections 2.13(d) and (e) Section 2.9 of the Transfer Pooling and Servicing Agreement and shall cooperate with RFC VIII the Purchaser to enable RFC VIII it to perform with respect to the Receivables in such New Accounts all actions specified in Subsections 2.13(dsubsections 2.9(d) and (e) of the Transfer Pooling and Servicing Agreement.
(b) On the Addition Date with respect to any New Accounts, RFC VIII the Purchaser shall purchase TRS’s the Seller's right, title and interest in, to and under the Receivables in such New Accounts (and such New Accounts shall be deemed to be Accounts for purposes of this Agreement) upon as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) as of the applicable Selection Date, each New Account Accounts shall all be an Eligible AccountAccounts;
(ii) on such Addition Date, TRS the Seller shall have delivered to RFC VIII the Purchaser copies of UCC UCC-1 financing statements covering such New Accounts, if necessary to perfect RFC VIII’s the Purchaser's interest in the Receivables arising therein and the related Purchased Assetstherein;
(iii) on such Addition Dateto the extent required of the Purchaser by Section 4.3 of the Pooling and Servicing Agreement, TRS 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 New Accounts since the applicable Addition Additional Cut-Off Date;
(iv) as of each of the Addition Additional Cut-Off Date and such the Addition Date, no Insolvency Event with respect to TRS the related Account Owner shall have occurred nor shall the sale transfer of the Receivables arising in the New Accounts and to the related Purchased Assets to RFC VIII Purchaser have been made in contemplation of the occurrence thereof;; and
(v) such addition will not, the transfer of the Receivables arising in the reasonable belief of TRS, have a material adverse effect on RFC VIII;
(vi) on such Addition Date, TRS shall have delivered to RFC VIII an Officer’s Certificate of TRS, dated such Addition Date, confirming, New Accounts to the extent applicable Purchaser and in TRS’s reasonable belief, by the items set forth in clauses (i) through (v) above;
(vii) on such Addition Date, TRS shall have indicated in its computer files that Receivables created in connection with such New Accounts and Purchaser to the related Purchased Assets have been sold to RFC VIII; and
(viii) on such Addition Date, TRS and RFC VIII shall have entered into a duly executed, written assignment, substantially Trust will not result in the form occurrence of Exhibit B (a “New Account Supplemental Conveyance”)Pay Out Event or a Reinvestment Event.
(c) On the related New Account Delivery Date, TRS shall deliver to RFC VIII the Account Schedule with respect to such New Accounts.
Appears in 1 contract
Samples: Receivables Purchase Agreement (Partners First Receivables Funding Corp)