Common use of Agreement to Sell and Contribute on the Closing Date Clause in Contracts

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank does hereby sell, transfer, assign, set over, contribute and otherwise convey to XXXX without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims and demands in, to and under the Receivables, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment in the form of Exhibit A (“Assignment”) delivered on the Closing Date (collectively, the “[Initial] Purchased Assets”)[, which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX of any obligation of the Bank to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank does hereby sell, agrees to transfer, assign, set over, contribute sell and otherwise convey to XXXX the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims title and demands interest in, to and under the Receivables, the Collections on or after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an described in the assignment in the form of Exhibit A (the “Assignment”) delivered on the Closing Date (collectively, the “[Initial] Purchased Assets”)[) having a Net Pool Balance as of the Cut-Off Date equal to $[ ], which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution assignment and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX the Purchaser of any obligation of the Bank Originator to the Obligors, the Dealers, insurers Obligors or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank FTH LLC does hereby sell, transfer, assign, set over, sell, contribute and otherwise convey to XXXX the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims and demands of the Seller, in, to and under each of (a) the Receivables, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment in the form of Exhibit A (“Assignment”) delivered on the Closing Date and (collectively, b) the Receivables Sale Agreement (the “[Initial] Purchased Assets”)[, which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX the Purchaser of any obligation of FTH LLC or the Bank Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank does hereby sell, transfer, assign, set over, sell, contribute and otherwise convey to XXXX FTH LLC without recourse (subject to the obligations herein) on the Closing Date (a) all of its right, title, interest, claims and demands of the Bank in, to and under the ReceivablesReceivables described on Schedule III hereto, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment in the form of Exhibit A (“Assignment”) delivered on the Closing Date (collectively, the “[Initial] Purchased Bank Transferred Assets”)[, which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX FTH LLC of any obligation of the Bank or the Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank does hereby sell, [Originator] agrees to transfer, assign, set over, contribute sell and otherwise convey to XXXX FTH LLC without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims title and demands interest in, to and under the ReceivablesReceivables described on Schedule III hereto, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by described in an assignment Assignment in the form of Exhibit A (“Assignment”) delivered on the Closing Date (collectively, the “[InitialOriginator] Purchased Sold Assets”)[) having a Net Pool Balance as of the Cut-Off Date equal to $[ ], which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution assignment and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX FTH LLC of any obligation of [Originator] or the Bank applicable Originator to the Obligors, the Dealers, insurers Dealers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank does hereby sell, transfer, assign, set over, contribute and otherwise convey to XXXX without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims and demands in, to and under the Receivables, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment substantially in the form of Exhibit A (the “Assignment”) delivered on the Closing Date (collectively, the “[Initial] Purchased Assets”)[, which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX of any obligation of the Bank to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.

Agreement to Sell and Contribute on the Closing Date. On the terms and subject to the conditions set forth in this Agreement, the Bank FTH LLC does hereby sell, transfer, assign, set over, sell, contribute and otherwise convey to XXXX the Purchaser without recourse (subject to the obligations herein) on the Closing Date all of its right, title, interest, claims and demands demands, in, to and under each of (a) the Receivables, the Collections after the [Initial] Cut-Off Date, the Receivable Files and the Related Security relating thereto, whether now owned or hereafter acquired, as evidenced by an assignment in the form of Exhibit A (“Assignment”) delivered on the Closing Date and (collectively, b) the Receivables Sale Agreement (the “[Initial] Purchased Assets”)[, which sale shall be effective as of the Initial Cut-Off Date]. The sale, transfer, assignment, contribution and conveyance made hereunder does not constitute and is not intended to result in an assumption by XXXX the Purchaser of any obligation of FTH LLC or the Bank Originator to the Obligors, the Dealers, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto.