Conditions Precedent to Each Purchase. The Purchaser’s purchase of any Receivable on each Purchase Date, including the initial Purchase Date, is subject to the satisfaction of the following conditions, each to the satisfaction of the Purchaser in its sole discretion:
(a) The Purchaser shall have received a fully executed and completed Purchase Request no later than three (3) Business Days prior to such Purchase Date.
(b) After giving effect to such purchase, the Total Outstanding Amount of all Purchased Receivables of all Approved Obligors as of such date will not exceed the Maximum Facility Amount.
(c) After giving effect to such purchase, the Total Outstanding Amount of all Purchased Receivables of any Approved Obligor will not exceed the applicable Approved Obligor Sublimit.
(d) The representations and warranties made by each Seller in Section 9.1 of this Agreement are true and correct in all material respects as of such Purchase Date to the same extent as though made on and as of that date (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects), except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects).
(e) The representations and warranties made by each Seller in Section 9.2 of this Agreement with respect to the Purchased Receivables purchased on such Purchase Date are true and correct in all material respects as of such Purchase Date to the same extent as though made on and as of that date (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects), except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects).
Conditions Precedent to Each Purchase. Each Purchase (including the initial Purchase) from the Issuer shall be subject to the further conditions precedent: (a) the Deal Agents shall have received a Funding Notice (along with a Series 2000-1 Borrowing Base Report) no later than 3:00 p.m. (Eastern time) on the second Business Day immediately prior to the date of such Purchase, (b) on the date of such Purchase the following statements shall be true and the Issuer by accepting the amount of such Purchase shall be deemed to have certified that:
Conditions Precedent to Each Purchase. The Administrative Agent’s purchase of any Receivable on each Purchase Date is subject to the satisfaction of the following conditions, each to the satisfaction of the Administrative Agent in its sole discretion:
(a) After giving effect to such purchase, the Total Outstanding Amount of all Purchased Receivables of all Approved Obligors as of such date will not exceed the Maximum Funded Amount (it being understood that, if at any time prior to the Termination Date the Total Outstanding Amount of Eligible Receivables exceeds the Maximum Funded Amount, Section 6.2 shall apply).
(b) The representations and warranties made by each Seller in Section 9.1 of this Agreement are true and correct in all respects as of such Purchase Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all respects on and as of such earlier date.
(c) The representations and warranties made by each Seller in Section 9.2 of this Agreement with respect to the Purchased Receivables purchased on such Purchase Date are true and correct in all respects as of such Purchase Date to the same extent as though made on and as of that date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties shall have been true and correct in all respects on and as of such earlier date.
Conditions Precedent to Each Purchase. Each purchase of a New HVF Vehicle or Transferred Vehicle hereunder (each, a “Purchase”) shall be subject to the further conditions precedent that:
(a) on the date of such Purchase and after giving effect to such Purchase, the following statements shall be true (and the Purchaser, by making payment for such New HVF Vehicle or such Transferred Vehicle, and the Seller, by accepting such payment, shall be deemed to have certified that):
(i) the representations and warranties contained in Sections 3.01 and 3.02 are correct on and as of the date of such Purchase as though made on and as of such date;
(ii) no event has occurred and is continuing, or would result from such Purchase, that constitutes an Event of Termination (as such term is defined in Section 6.01);
(iii) the Purchase is allowed under the Related Documents;
(iv) the Purchaser shall have paid the Capitalized Cost of such New HVF Vehicle or Transfer Price of such Transferred Vehicle;
(v) the Vehicle being purchased is a HGI Eligible Vehicle or an Eligible Vehicle;
(vi) the conditions to leasing such Vehicle under Section 2.8 of the applicable Lease shall have been satisfied; and
(vii) in the case of a New HVF Vehicle financed under a dealer’s floor plan line of credit provided by Ford Motor Credit Company (“FMCC”) or General Motors Acceptance Corporation (“GMAC”), HGI shall have paid the Capitalized Cost of such Vehicle to FMCC or GMAC, as applicable, and any interest of FMCC or GMAC, as applicable, in such New HVF Vehicle shall have been terminated; and
(b) the Purchaser and the Seller shall have received such other approvals, opinions or documents as the Purchaser or the Seller, as applicable, may reasonably request. The Servicer, by arranging the transfer from HVF to HGI of the Capitalized Cost of any New HVF Vehicle financed under a dealers’s floor plan line of credit provided by FMCC or GMAC pursuant to Section 1.05(a), shall be deemed to have represented that HGI has paid the Capitalized Cost of such New HVF Vehicle to FMCC or GMAC, as applicable, and that any interest of FMCC or GMAC, as applicable, in such New HVF Vehicle has been terminated.
Conditions Precedent to Each Purchase. Each Purchase (including the initial Purchase) from the Issuer shall be subject to the satisfaction of the conditions precedent set forth in Section 502 of the Supplement.
Conditions Precedent to Each Purchase. 36 SECTION 9. Representations and Warranties 37 Section 9.1. Generally 37 Section 9.2. Purchased Receivables 39 SECTION 10. Covenants 41 Section 10.1. The Sellers’ Covenants 41 SECTION 11. Repurchase of Purchased Receivables 42 Section 11.1. Repurchase Price 42 Section 11.2. Xxxxxxxxxx 00 Section 11.3. Repurchase Date 42 Section 12.1. Taxes 43
Conditions Precedent to Each Purchase. Notwithstanding the otherwise uncommitted nature of this Agreement, under no circumstances will any Buyer purchase any portion of any Proposed Receivable unless:
Conditions Precedent to Each Purchase. Other. Purchaser’s obligation to Purchase any Contract Assets on any Settlement Date shall be subject to the further conditions precedent that (i) each Contract to be transferred on such Settlement Date constitutes an Eligible Contract, and (ii) each of the representations and warranties set forth in Section 4 is true and correct in all material respects on such Settlement Date (except for those representations and warranties which are specifically made only as of a specific date, which such representations and warranties shall be correct on and as of the date made). The acceptance by a Seller of the Purchase Price in connection with any Purchase shall be deemed to be a representation and warranty by such Seller that immediately prior to and upon giving effect to such Purchase each of the foregoing conditions precedent in this Section 3(b) shall have been satisfied.
Conditions Precedent to Each Purchase. Reinvestment and Increase of Aggregate Net Investment. The obligation of each Buyer to purchase its Participation Interest from TRFCO on the Closing Date, to make a Reinvestment on any date, or to increase the Aggregate Net Investment in the Receivables Pool on any Settlement Date, is subject to the performance by each of the Company, the Servicer and the Seller of its respective obligations hereunder on or before the Closing Date, such date on which a Reinvestment will be made or such Settlement Date, and to the satisfaction of the following further conditions:
Conditions Precedent to Each Purchase. The following constitute conditions precedent to the obligation of the Class A Purchasers to purchase the Class A Invested Amount on each Purchase Date (including the Closing Date):
