Common use of Conditions Precedent to Subsequent Payments Clause in Contracts

Conditions Precedent to Subsequent Payments. Buyer’s obligation to pay for Receivables coming into existence after the Restatement Date shall be subject to the further conditions precedent that (a) the Facility Termination Date shall not have occurred; and (b) Buyer (or its assigns) shall have received such other approvals, opinions or documents as it may reasonably request. Each Originator represents and warrants that the representations and warranties set forth in Article II are true and correct on and as of the date each Receivable came into existence as though made on and as of such date (or to the extent such representations and warranties specifically relate to an earlier date, then such representations and warranties were true, correct and complete in all material respects as of such earlier date); provided, however, that notwithstanding the foregoing conditions precedent, upon payment of the Purchase Price for any Receivable (whether by payment of cash, through an increase in the amounts outstanding under the Subordinated Note, by offset of amounts owed to Buyer and/or by capital contributions), title to such Receivable and the Related Security and Collections with respect thereto shall vest in Buyer, whether or not the conditions precedent to Buyer’s obligation to pay for such Receivable were in fact satisfied. The failure of any Originator to satisfy any of the foregoing conditions precedent, however, shall give rise to a right of Buyer to rescind the related purchase and direct such Originator to pay to Buyer an amount equal to the Purchase Price payment that shall have been made with respect to any Receivables related thereto.

Conditions Precedent to Subsequent Payments. Buyer’s 's obligation to pay for Receivables coming into existence after the Restatement Initial Cutoff Date shall be subject to the further conditions precedent that (ac) the Facility Termination Date shall not have occurred; and (b) Buyer (or its assigns) shall have received such other approvals, opinions or documents as it may reasonably request. Each Originator represents and warrants that the representations and warranties set forth in Article II are true and correct on and as of the date each Receivable came into existence as though made on and as of such date (or to the extent such representations and warranties specifically relate to an earlier date, then such representations and warranties were true, correct and complete in all material respects as of such earlier date); provided, however, that notwithstanding the foregoing conditions precedent, upon payment of the Purchase Price for any Receivable (whether by payment of cash, through an increase in the amounts outstanding under the Subordinated Note, by offset of amounts owed to Buyer and/or by capital contributions), title to such Receivable and the Related Security and Collections with respect thereto shall vest in Buyer, whether or not the conditions precedent to Buyer’s 's obligation to pay for such Receivable were in fact satisfied. The failure of any Originator to satisfy any of the foregoing conditions precedent, however, shall give rise to a right of Buyer to rescind the related purchase and direct such Originator to pay to Buyer an amount equal to the Purchase Price payment that shall have been made with respect to any Receivables related thereto.

Conditions Precedent to Subsequent Payments. Buyer’s 's obligation to pay for Receivables coming into existence after the Restatement Initial Cutoff Date shall be subject to the further conditions precedent that that: (a) the Facility Commitment Termination Date shall not have occurredoccurred under the Loan Agreement; and (b) Buyer (or its assigns) shall have received such other approvals, opinions or documents as it may reasonably request. Each request and (c) on the date such Receivable came into existence, the following statements shall be true (and acceptance of the proceeds of any payment for such Receivable shall be deemed a representation and warranty by Originator represents and warrants that such statements are then true): the representations and warranties set forth in Article II are true and correct on and as of the date each such Receivable came into existence as though made on and as of such date (date; and no event has occurred and is continuing that will constitute a Termination Event or to the extent such representations and warranties specifically relate to an earlier date, then such representations and warranties were true, correct and complete in all material respects as of such earlier date); provided, however, that notwithstanding Unmatured Termination Event. Notwithstanding the foregoing conditions precedent, upon payment of the applicable Purchase Price Date for any Receivable (whether by payment of cash, through an increase in the amounts outstanding under the Subordinated Note, by offset of amounts owed to Buyer and/or by capital contributions)Eligible Receivable, title to such Receivable and the Related Security and Collections with respect thereto shall vest in Buyer, whether or not the conditions precedent to Buyer’s 's obligation to pay for such Receivable were in fact satisfiedsatisfied and whether or not the Purchase Price has actually been paid as of such date. The failure of any If Originator fails to satisfy any of the foregoing conditions precedent, however, Buyer shall give rise to a right of Buyer to rescind the related purchase Purchase and direct such Originator to pay to Buyer an amount equal to the Purchase Price payment that shall have been payment, if any, made with respect to any the Eligible Receivables related thereto.included in such Purchase. COVENANTS