Common use of Conditions to all Transfers Clause in Contracts

Conditions to all Transfers. Each sale by a Seller hereunder (including the initial sale) shall be subject to satisfaction of the following further conditions precedent (any one or more of which, except clause (b) below, may be waived in writing by Buyer and upon satisfaction of the S&P Condition) as of the Transfer Date therefor: (a) the representations and warranties of such Seller contained herein or in any other Related Document required to be made on such Transfer Date shall be true and correct in all material respects as of such Transfer Date, both before and after giving effect to such sale; and (b) such Seller shall be in compliance in all material respects with each of its covenants and other agreements set forth herein. The consummation by a Seller of the sale, as applicable, of Transferred Assets on any Transfer Date shall be deemed to constitute, as of any such Transfer Date, a representation and warranty by such Seller that the conditions in clauses (a) and (b) of this Section 3.2 have been satisfied as of such Transfer Date.

Conditions to all Transfers. Each sale by a Seller or contribution hereunder (including the initial salesale or contribution) shall be subject to satisfaction of the following further conditions precedent (any one or more of which, except clause (b) below, may be waived in writing by Buyer and upon satisfaction of written notice to the S&P ConditionRating Agencies) as of the Transfer Date therefor: (a) the The representations and warranties of such Seller Transferor contained herein or in any other Related Document required to be made on such Transfer Date shall be true and correct in all material respects as of such Transfer Date, both before and after giving effect to such salesale or contribution; and (b) such Seller Transferor shall be in compliance in all material respects with each of its covenants and other agreements set forth herein. The consummation by a Seller Transferor of the salesale or contribution, as applicable, of Transferred Assets on any Transfer Date shall be deemed to constitute, as of any such Transfer Date, a representation and warranty by such Seller Transferor that the conditions in clauses (a) and (b) of this Section 3.2 have been satisfied as of such Transfer Datesatisfied.

Conditions to all Transfers. Each sale by a Seller hereunder (including the initial sale) shall be subject to satisfaction of the following further conditions precedent (any one or more of which, except clause (b) below, which may be waived in writing by Buyer and upon satisfaction of the S&P ConditionBuyer) as of the Transfer Date therefor: (a) This Agreement or counterparts hereof shall have been duly executed by, and delivered to, Seller and Buyer, and, with respect to the initial sale or contribution, Buyer shall have received such documents, instruments, agreements and legal opinions as Buyer shall reasonably request in connection with the transactions contemplated by this Agreement, each in form and substance reasonably satisfactory to Buyer; (b) The representations and warranties of such Seller contained herein or in any other Related Document required to be made on such Transfer Date shall be true and correct in all material respects as of such Transfer Date, both before and after giving effect to such sale; and (bc) such Seller shall be in compliance in all material respects with each of its covenants and other agreements set forth herein. The consummation by a Seller of the sale, as applicable, sale of Transferred Assets on any Transfer Date shall be deemed to constitute, as of any such Transfer Date, a representation and warranty by such Seller that the conditions in clauses (ab) and (bc) of this Section 3.2 3.1 have been satisfied as of such Transfer Datesatisfied.

Conditions to all Transfers. Each sale by a Seller hereunder (including the initial sale) shall be subject to satisfaction of the following further conditions precedent (any one or more of which, except clause (b) below, may be waived in writing by Buyer and upon satisfaction of the S&P ConditionBuyer) as of the Transfer Date therefor: (a) the representations and warranties of such Seller contained herein or in any other Seller Related Document required to be made on such Transfer Date shall be true and correct in all material respects as of such Transfer Date, both before and after giving effect to such sale; and (b) such Seller shall be in compliance in all material respects with each of its covenants and other agreements set forth herein. The consummation by a Seller of the sale, as applicable, of Transferred Assets on any Transfer Date shall be deemed to constitute, as of any such Transfer Date, a representation and warranty by such Seller that the conditions in clauses (a) and (b) of this Section 3.2 have been satisfied as of such Transfer Date.