Closing of Conveyance of Each Group of Purchased Ui Assets Closing Adjustments Sample Clauses

Open Split View

Download

Share

Cite

Closing of Conveyance of Each Group of Purchased Ui Assets Closing Adjustments 

Sample 1Sample 2

Save

Copy

Related to Closing of Conveyance of Each Group of Purchased Ui Assets Closing Adjustments

• Closing Deliveries of Buyer At or prior to the Closing, Buyer shall deliver, or cause to be delivered, the following:

• Seller’s Closing Certificate A certificate duly executed by Seller in the form of Exhibit J attached hereto (the “Seller’s Closing Certificate”).

• Seller Closing Deliveries No later than 1 Business Day prior to the Closing Date, Seller shall deliver to Escrow Agent, each of the following items:

• Closing Deliveries of Purchaser At the Closing, Purchaser shall deliver to Seller:

• Closing Deliveries of Seller At the Closing, Seller shall deliver to Purchaser:

• Purchaser Closing Deliveries At the Closing, Purchaser shall deliver, or cause to be delivered, the following:

• Conveyance of Transferred Assets In consideration of the Issuer’s sale and delivery to, or upon the order of, the Seller of all of the Notes and the Certificate on the Closing Date, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer without recourse (subject to the obligations herein) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Transferred Assets, as evidenced by an assignment substantially in the form of Exhibit A delivered on the Closing Date. The sale, transfer, assignment and conveyance made hereunder does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller 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.

• Closing Closing Deliveries (a) The consummation of the transactions contemplated by this Agreement (the “Closing”) will take place on the Closing Date

• Buyer Closing Deliveries At the Closing, Buyer shall deliver or cause to be delivered the following:

• Seller’s Closing Costs Seller shall pay the following costs in connection with the consummation of the Closing: (i) all of the charges and transfer taxes for recording the deeds; (ii) all commissions owed to any broker in accordance with the terms of a separate agreement between Seller and such broker; and (iii) all other charges incurred by the Seller in connection with this Agreement (including, without limitation, the fees and expenses for the Seller’s attorneys and other consultants).