Conditions to the Buyer’s Obligations Regarding Purchased Assets. The obligations of the Buyer to purchase the Purchased Assets on any Business Day shall be subject to the satisfaction of the following conditions with respect to such Purchased Assets: (a) All representations and warranties of the Seller contained in this Agreement shall be true and correct with the same effect as though such representations and warranties had been made on such date (unless such representation or warranty specifically relates to an earlier date); (b) All information concerning such Purchased Assets provided to the Buyer shall be true and correct in all material respects on such date; (c) The Seller shall have substantially performed all other obligations required to be performed by the provisions of this Agreement; (d) The Seller shall have filed the financing statements required to be filed pursuant to subsection 2.1(b); and (e) All corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Buyer, and the Buyer shall have received from the Seller copies of all documents (including, without limitation, records of corporate proceedings) relevant to the transactions herein contemplated as the Buyer may reasonably have requested.
Appears in 4 contracts
Samples: Receivables Purchase Agreement, Receivables Purchase Agreement (HSBC Credit Card Master Note Trust (Usa) I), Affinity Receivables Purchase Agreement (HSBC Credit Card Master Note Trust (Usa) I)
Conditions to the Buyer’s Obligations Regarding Purchased Assets. The obligations of the Buyer to purchase the Purchased Assets from the Seller on any Business Day Purchase Date shall be subject to the satisfaction of the following conditions with respect to such Purchased Assetsconditions:
(a) All all representations and warranties of the Seller contained in this Agreement shall be true Sections 4.1 and correct with the same effect as though such representations and warranties had been made on such date (unless such representation or warranty specifically relates to an earlier date);
(b) All information concerning such Purchased Assets provided to the Buyer 4.2 shall be true and correct in all material respects on and as of such day as though made on and as of such date;
(cb) The on and as of such date, the Seller shall have substantially performed all other obligations required to be performed by it on or prior to such day pursuant to the provisions of this Agreement;
(c) no event has occurred and is continuing, or would result from such purchase that constitutes a Termination Event or Unmatured Termination Event;
(d) The Seller no Applicable Law shall have filed prohibit or enjoin the financing statements required to be filed pursuant to subsection 2.1(b)making of any such purchase by the Buyer in accordance with the provisions hereof; and
(e) All all corporate and legal proceedings and all instruments in connection with the transactions contemplated by this Agreement shall be satisfactory in form and substance to the Buyer, and the Buyer shall have received from the Seller copies of all documents (including, without limitation, records of corporate proceedings, approvals and opinions) relevant to the transactions herein contemplated as the Buyer may reasonably have requested.
Appears in 1 contract
Samples: Purchase and Sale Agreement (American Capital Strategies LTD)