Common use of CONDITIONS PRECEDENT TO SALE AND PURCHASE Clause in Contracts

CONDITIONS PRECEDENT TO SALE AND PURCHASE. (A) Activities Prior to the Sale Following the execution of a Sale Agreement, Seller shall provide any assistance requested by Purchaser in determining that all required documentation on the Loans is present and correct. (B) Continued Servicing Seller shall service, or cause to be serviced, all Loans as required under the Higher Education Act until the date of the Xxxx of Sale. (C) Xxxx of Sale/Loan Transmittal Summary Form Seller shall deliver to Purchaser: (i) a Xxxx of Sale that (a) has been duly authorized, executed and delivered by an authorized officer of the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller, covering Loans offered by the Seller, (b) has been accepted by Purchaser as set forth thereon, selling, assigning and conveying to the Eligible Lender Trustee for the benefit of the Purchaser and its assignees all right, title and interest of the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller, including the insurance interest of the Interim Eligible Lender Trustee for the benefit of the Seller, in each of the Loans, and (c) states that the representations and warranties made by Seller in Section 5(A) and (B) of these Master Sale Terms are true and correct on and as of the date of the Xxxx of Sale; and (ii) the Loan Transmittal Summary Form, attached to the Xxxx of Sale, identifying each of the Eligible Loans which is the subject of the Xxxx of Sale and setting forth the unpaid Principal Balance of each such Loan.

CONDITIONS PRECEDENT TO SALE AND PURCHASE. (A) Activities Prior to the Sale Following the execution of a Sale Agreement, Seller shall provide any assistance requested by Purchaser in determining that all required documentation on the Loans is present and correct. (B) Continued Servicing Seller shall service, or cause to be serviced, all Loans as required under the Higher Education Act until the date of the Xxxx of Sale. (C) Xxxx of Sale/Loan Transmittal Summary Form Seller shall deliver to Purchaser: (i) a Xxxx of Sale that (a) has been duly authorized, executed and delivered by an authorized officer of the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller, covering Loans offered by the Seller, (b) has been Seller and accepted by Purchaser as set forth thereon, selling, assigning and conveying to the Eligible Lender Trustee for the benefit of the Purchaser and its assignees all right, title and interest of the Seller and the Interim Eligible Lender Trustee for the benefit of the Seller, including the insurance interest of the Interim Eligible Lender Trustee for the benefit of the Seller, in each of the Loans, and (c) states stating that the representations and warranties made by Seller in Section 5(A) and (B) 5 of these Master Sale Terms are true and correct on and as of the date of the Xxxx of Sale; and (ii) the Loan Transmittal Summary Form, attached to the Xxxx of Sale, identifying each of the Eligible Loans which is the subject of the Xxxx of Sale and setting forth the unpaid Principal Balance of each such Loan.