Common use of Additional Purchases Clause in Contracts

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXX, without recourse: (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “Purchased Property.”

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI V and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXXAlly Auto, without recourse::] (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. [The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “Purchased Property.”]

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXX, without recourse::] (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. [The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “Purchased Property.”]

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXXCXXX, without recourse::] (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and Date, all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. [The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property property are referred to herein collectively as the “Purchased Property.”]

Additional Purchases. On each Subsequent Additional Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Second Step Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to XXXX, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and (1) in the case of Additional Receivables that are Scheduled Interest Receivables, all monies received thereunder on and after the related Additional Cutoff Date, and (2) in the case of Additional Receivables that are Simple Interest Receivables, all monies received thereon on and after the related Subsequent Additional Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Additional Receivables originated in Wisconsin, the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses the interest of GMAC in action in respect any proceeds of any or all the foregoing property described in clauses (i) through and (vii) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoingabove. The property described in clauses (i) through (vi) above is referred to herein collectively as the “"Additional Purchased Property.” " The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “"Purchased Property.”"

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXX, without recourse::] (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. [The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “Purchased Property.”]

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to XXXXAlly Auto, without recourse: (i) all right, title and interest of the Seller in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and all monies received thereon on and after the related Subsequent Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vi) above is referred to herein collectively as the “Additional Purchased Property.” The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the ““ Purchased Property.”]

Additional Purchases. On each Subsequent Additional Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to XXXXCARI, without recourse: (i) all right, title and interest xxxerest of the Seller GMAC in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Additional Closing Date and (1) in the case of Additional Receivables that are Scheduled Interest Receivables, all monies received thereunder on and after the related Additional Cutoff Date, and (2) in the case of Additional Receivables that are Simple Interest Receivables, all monies received thereon on and after the related Subsequent Additional Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Additional Receivables originated in Wisconsin, the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses the interest of GMAC in action in respect any proceeds of any or all the foregoing property described in clauses (i) through and (vii) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoingabove. The property described in clauses (i) through (vivii) above is referred to herein collectively as the “"Additional Purchased Property.” " The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “"Purchased Property.”"

Additional Purchases. On each Subsequent Additional Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to XXXX, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Additional Closing Date and (1) in the case of Additional Receivables that are Scheduled Interest Receivables, all monies received thereunder on and after the related Additional Cutoff Date, and (2) in the case of Additional Receivables that are Simple Interest Receivables, all monies received thereon on and after the related Subsequent Additional Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all present and future claims, demands, causes and choses the interest of GMAC in action in respect any proceeds of any or all the foregoing property described in clauses (i) through and (vii) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoingabove. The property described in clauses (i) through (vivii) above is referred to herein collectively as the “"Additional Purchased Property.” " The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “"Purchased Property.”"

Additional Purchases. On each Subsequent Closing Date, subject to the satisfaction of the conditions specified in Article VI and the First Step Additional Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to XXXX, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Additional Receivables listed on the Schedule of Additional Receivables for such Subsequent Closing Date and (1) in the case of Additional Receivables that are Scheduled Interest Receivables, all monies received thereunder on and after the related Subsequent Cutoff Date, and (2) in the case of Additional Receivables that are Simple Interest Receivables, all monies received thereon on and after the related Subsequent Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Additional Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Additional Receivables; (v) all right, title and interest of the Seller in, to and under the related First Step Additional Receivables Assignment; and (vi) all the present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangiblesintangible, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vivii) above is referred to herein collectively as the “"Additional Purchased Property.” " The Initial Purchased Property and the Additional Purchased Property are referred to herein collectively as the “"Purchased Property.”"