Common use of Conditions Precedent to each Purchase: Other Clause in Contracts

Conditions Precedent to each Purchase: Other. The Purchaser’s obligation to pay for any Contract Assets on any Purchase Date shall be subject to the further conditions precedent that (a) the Termination Date shall not have occurred, (b) no Event of Termination shall have occurred and be continuing, (c) each Contract to be transferred on such Purchase Date constitutes an Eligible Contract at such time, (d) each of the representations and warranties set forth in Article IV is true and correct in all material respects on such Purchase 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), and (e) each Seller is in compliance in all material respects with the covenants set forth in Article V. The acceptance by the related 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 shall have been satisfied. It is expressly understood that each Purchase shall, unless otherwise directed by the Program Agent on behalf of the Secured Parties, occur automatically on each Purchase Date without the requirement that any further action be taken on the part of any Person and notwithstanding the failure of any Seller to satisfy any of the foregoing conditions precedent in respect of such Purchase. The failure of any Seller to satisfy any of the foregoing conditions precedent in respect of any Purchase shall give rise to a right of the Purchaser, which right may be exercised at any time on the demand of the Program Agent, to rescind the related Purchase in respect of any affected Contract or Contract Assets and direct the related Seller to pay to the Purchaser, for the benefit of the Program Agent and the Secured Parties, an amount equal to the Repurchase Price of such Contracts and Contract Assets pursuant to the terms set forth in Article VI.

Conditions Precedent to each Purchase: Other. The Purchaser’s obligation to pay for any Contract Assets on any Purchase Date shall be subject to the further conditions precedent that (a) the Termination Date shall not have occurred, (b) no Event of Termination shall have occurred and be continuing, (c) each Contract to be transferred on such Purchase Date constitutes an Eligible Contract at such timeas of its respective Cutoff Date, (d) each of the representations and warranties set forth in Article IV is true and correct in all material respects on such Purchase 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), and (e) each the Seller is in compliance in all material respects with the covenants set forth in Article V. The acceptance by the related Seller of the Purchase Price in connection with any Purchase shall be deemed to be a representation and warranty by such the Seller that immediately prior to and upon giving effect to such Purchase each of the foregoing conditions precedent shall have been satisfied. It is expressly understood that each Purchase shall, unless otherwise directed by the Program Agent on behalf of the Secured Parties, occur automatically on each Purchase Date without the requirement that any further action be taken on the part of any Person and notwithstanding the failure of any the Seller to satisfy any of the foregoing conditions precedent in respect of such Purchase. The failure of any the Seller to satisfy any of the foregoing conditions precedent in respect of any Purchase shall give rise to a right of the Purchaser, which right may be exercised at any time on the demand of the Program Agent, to rescind the related Purchase in respect of any affected Contract or Contract Assets and direct the related Seller to pay to the Purchaser, for the benefit of the Program Agent and the Secured Parties, an amount equal to the Repurchase Price of such Contracts and Contract Assets pursuant to the terms set forth in Article VI.