Common use of Adjustment Payment Obligation Clause in Contracts

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) in respect of any Receivable contributed ------- ------- ------- ------- hereunder or if the Company's interest in any Receivable is not a full legal and beneficial ownership, the Contributor shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor upon request of the Company shall repurchase the relevant Receivable from the Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Receivable less Collections received by the Company in respect of such Receivable (the "Contributor Adjustment Payment"), ------------------------------ which payment shall be in the same currency as such Receivable. Upon the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a Contributor contained in Section 4.02(a), 4.02(b) or 4.02(c) in respect of or --------------- ------- ------- concerning any Receivable, the Contributor's obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) in respect of any Receivable contributed sold hereunder ------- ------ ------- ------- ------- ------- hereunder or if the CompanyPurchaser's interest in any Receivable is not a full legal and beneficial ownership, the Contributor respective Originator shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the CompanyPurchaser, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor such Originator upon request of the Company Purchaser shall repurchase the relevant Receivable from the Company Purchaser at a repurchase price (without duplication of any Contributor Originator Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Receivable ------------ less Collections received by the Company Purchaser in respect of such Receivable (the "Contributor Originator Adjustment Payment"), ------------------------------ which payment shall be in the same currency as ----------------------------- such Receivable. Upon the payment of a Contributor an Originator Adjustment Payment hereunder, the Company Purchaser shall automatically agree to pay to the Contributor such Originator all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a Contributor any Originator contained in Section ------- 4.02(a), 4.02(b) or 4.02(c) in respect of or --------------- ------- ------- concerning any Receivable, the Contributor------- ------- ------- respective Originator's obligation to pay the Contributor Originator Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty ------------ (and neither the Company Purchaser nor any other person or entity having an interest in this Agreement through the Company Purchaser shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d), 4.02(e) or 4.02(f) in respect of any Contributed Receivable contributed ------- ------- ------- ------- hereunder or if the Company's Company does not acquire all of the Contributor’s right, title and interest in any Receivable is not a full legal and beneficial ownershipContributed Receivable, the Contributor shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor upon request of the Company shall repurchase the relevant Contributed Receivable from the Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Contributed Receivable less Collections received by the Company in respect of such Contributed Receivable (the "“Contributor Adjustment Payment"”), ------------------------------ which payment shall be made to the relevant Company Concentration Account in the same currency as such Contributed Receivable. Upon Following the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a the Contributor contained in Section Sections 4.02(a), 4.02(b), 4.02(c), 4.02(d), 4.02(e) or 4.02(c4.02(f) in respect of or --------------- ------- ------- concerning any Contributed Receivable, the Contributor's ’s obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- If (i) any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) Section 4.02 in respect of any Purchased Receivable contributed ------- ------- ------- ------- hereunder purported to be an Eligible Receivable on the Originator Payment Date therefor is not true and correct in any material respect as of the date specified therein with respect to such Purchased Receivable or if (ii) the Company's Purchaser’s interest in any Purchased Receivable purported to be an Eligible Receivable on the Originator Payment Date therefor is not a full legal and beneficial ownershipownership (any such Purchased Receivable as to which the conditions specified in any of clauses (i) and (ii) of this Section 2.06(a) exists is referred to herein as an “Ineligible Receivable”), the Contributor applicable Originator shall, within 30 thirty (30) days of the earlier of its knowledge or receipt of written notice of such breach or defect from the CompanyPurchaser, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 thirty (30) days, such Originator shall pay to the Contributor upon request of the Company shall repurchase the relevant Receivable from the Company at a repurchase price Purchaser (without duplication of any Contributor Originator Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ an amount equal to the original Principal Amount of such Ineligible Receivable less Collections received by the Company Purchaser in respect of such Ineligible Receivable (the "Contributor “Originator Adjustment Payment"”), ------------------------------ which payment shall be deposited into the Collection Account or the Company Concentration Account, if any, in the same currency as such Receivable. Upon the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Ineligible Receivable. The parties agree that if there is a breach of any of the representations and warranties of a Contributor any Originator contained in Section 4.02(a), 4.02(b) or 4.02(c) 4.02 in respect of or --------------- ------- ------- concerning any ReceivablePurchased Receivable purported to be an Eligible Receivable on the Originator Payment Date therefor, the Contributor's respective Originator’s obligation to pay the Contributor Originator Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company Purchaser nor any other person or entity Person having an interest in this Agreement through the Company Purchaser shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d), 4.02(e) or 4.02(f) in respect of any Contributed Receivable contributed ------- ------- ------- ------- hereunder or if the CompanyCompany does not acquire all of the Contributor's right, title and interest in any Receivable is not a full legal and beneficial ownershipContributed Receivable, the Contributor shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor upon request of the Company shall repurchase the relevant relevant. Contributed Receivable from the the. Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Contributed Receivable less Collections received by the Company in respect of such Contributed Receivable (the "Contributor Adjustment Payment"), ------------------------------ which payment shall be made to the relevant Company Concentration Account in the same currency as such Contributed Receivable. Upon Following the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a the Contributor contained in Section Sections 4.02(a), 4.02(b), 4.02(c), 4.02(d), 4.02(e) or 4.02(c4.02(f) in respect of or --------------- ------- ------- concerning any Contributed Receivable, the Contributor's obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) in respect of any Receivable contributed ------- ------- ------- ------- sold hereunder or if the CompanyPurchaser's interest in any Receivable is not a full legal and beneficial ownership, the Contributor respective Originator shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the CompanyPurchaser, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor such Originator upon request of the Company Purchaser shall repurchase the relevant Receivable from the Company Purchaser at a repurchase price (without duplication of any Contributor Originator Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Receivable less Collections received by the Company Purchaser in respect of such Receivable (the "Contributor Originator Adjustment Payment"), ------------------------------ which payment shall be in the same currency as such Receivable. Upon the payment of a Contributor an Originator Adjustment Payment hereunder, the Company Purchaser shall automatically agree to pay to the Contributor such Originator all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a Contributor any Originator contained in Section 4.02(a), 4.02(b) or 4.02(c) in respect of or --------------- ------- ------- concerning any Receivable, the Contributorrespective Originator's obligation to pay the Contributor Originator Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company Purchaser nor any other person or entity having an interest in this Agreement through the Company Purchaser shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) Section 4.02 in respect of any Contributed Receivable contributed ------- ------- ------- ------- hereunder or if the Company's ’s interest in any Contributed Receivable is not a full legal and beneficial ownership, the Contributor shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor upon request of the Company shall repurchase the relevant Contributed Receivable from the Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Contributed Receivable less Collections received by the Company in respect of such Contributed Receivable (the "“Contributor Adjustment Payment"”), ------------------------------ which payment shall be in made to the same currency as such ReceivableCompany Concentration Account. Upon Following the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a the Contributor contained in Section 4.02(a), 4.02(b) or 4.02(c) 4.02 in respect of or --------------- ------- ------- concerning any Contributed Receivable, the Contributor's ’s obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- If (i) any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) Section 4.02 in respect of any Contributed Receivable contributed ------- ------- ------- ------- hereunder purported to be an Eligible Receivable on the Contribution Recording Date therefor is not true and correct in any material respect as of the date specified therein with respect to any Contributed Receivable or if (ii) the Company's ’s interest in any Contributed Receivable purported to be an Eligible Receivable on the Contribution Recording Date therefor is not a full legal and beneficial ownershipownership (any such Contributed Receivable as to which the conditions specified in any of clauses (i) and (ii) of this Section 2.06(a) exists is referred to herein as an “Ineligible Receivable”), the Contributor shall, within 30 thirty (30) days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 thirty (30) days, the Contributor upon request of shall pay to the Company shall repurchase the relevant Receivable from the Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ an amount equal to the original Principal Amount of such Ineligible Receivable less Collections received by the Company in respect of such Ineligible Receivable (the "“Contributor Adjustment Payment"”), ------------------------------ which payment shall be made to the Collection Account or the Company Concentration Account, if any, in the same currency as such Receivable. Upon the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Ineligible Receivable. The parties agree that if there is a breach of any of the representations and warranties of a the Contributor contained in Section 4.02(a), 4.02(b) or 4.02(c) 4.02 in respect of or --------------- ------- ------- concerning any ReceivableContributed Receivable purported to be an Eligible Receivable on the Contribution Recording Date therefor, the Contributor's ’s obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity Person having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).

Adjustment Payment Obligation. In the event of a breach of ----------------------------- any of the representations and warranties contained in Sections 4.02(a), ---------------- 4.02(b), 4.02(c), 4.02(d) or 4.02(f) in respect of any Contributed Receivable contributed ------- ------- ------- ------- hereunder or if the Company's ’s interest in any Contributed Receivable is not a full legal and beneficial ownership, the Contributor shall, within 30 days of the earlier of its knowledge or receipt of written notice of such breach or defect from the Company, remedy the matter giving rise to such breach of representation or warranty if such matter is capable of being remedied. If such matter is not capable of being remedied or is not so remedied within said period of 30 days, the Contributor upon request of the Company shall repurchase the relevant Contributed Receivable from the Company at a repurchase price (without duplication of any Contributor Dilution Adjustment Payments made pursuant to Section 2.05 hereof), ------------ equal to the original Principal Amount of such Contributed Receivable less Collections received by the Company in respect of such Contributed Receivable (the "“Contributor Adjustment Payment"”), ------------------------------ which payment shall be in the same currency as such Contributed Receivable. Upon the payment of a Contributor Adjustment Payment hereunder, the Company shall automatically agree to pay to the Contributor all Collections received subsequent to such repurchase with respect to such repurchased Receivable. The parties agree that if there is a breach of any of the representations and warranties of a Contributor contained in Section 4.02(a), 4.02(b) or 4.02(c) in respect of or --------------- ------- ------- concerning any Contributed Receivable, the Contributor's ’s obligation to pay the Contributor Adjustment Payment under this Section 2.06 is a reasonable pre-estimate of loss ------------ and not a penalty (and neither the Company nor any other person or entity having an interest in this Agreement through the Company shall be entitled to any other remedies as a consequence of any such breach).