Consideration for Reassignment Sample Clauses

Consideration for Reassignment. In consideration for the reassignment of the Sold Assets required by Section 2.3(b), the Depositor will deposit an amount equal to its pro rata portion of the sum of the Reassignment Amounts for each Series into the Collection Account on the Business Day preceding the Payment Date occurring during the Collection Period in which such reassignment is to occur, and such amount will be paid to the Noteholders on such Payment Date in accordance with the Indenture and each Indenture Supplement in payment of the Notes, and will result in a corresponding increase in the Depositor Interest. Upon the Depositor’s payment of its pro rata portion of the sum of the Reassignment Amounts, the Issuer will without further action be deemed to sell and assign to the Depositor, with effect as of the date such reassignment occurs and without recourse, representation or warranty, all right, title and interest of the Issuer in, to and under the Sold Assets. In connection with any such reassignment, the Owner Trustee will upon Issuer Order, at the Depositor’s expense, execute such documents and take such other actions as are reasonably requested by the Depositor to effect the conveyance of such Sold Assets pursuant to this Section 2.3(c). The obligation of the Depositor to accept such reassignment and make the required deposit into the Collection Account pursuant to this Section 2.3(c) constitutes the sole remedy for a breach specified in Section 2.3(b) available to the Noteholders (or the Owner Trustee or the Indenture Trustee on behalf of the Secured Parties).
AutoNDA by SimpleDocs
Consideration for Reassignment. In consideration for the reassignment of a Sold Receivable pursuant to Section 2.6(d), the Depositor will direct the Servicer to deduct, subject to the next sentence, the principal amount of such Sold Receivable from the Pool Balance on the date such reassignment occurs and the Depositor Amount will be decreased by the amount of such deduction. If, following such deduction, the Depositor Amount is less than the Required Depositor Amount on the preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on the following Payment Date), then no later than 12:00 noon on the day on which such reassignment occurs, the Depositor will deposit the amount by which the Depositor Amount would be less than such Required Depositor Amount (up to the principal amount of such Sold Receivable) into the Excess Funding Account; provided, however, that if such amount is not deposited, then the principal amount of such Sold Receivable will be deducted from the Pool Balance to the extent that the Depositor Amount is not reduced below the Required Depositor Amount and such Sold Receivable will not be reassigned to the Depositor and will remain part of the Trust Property. After deduction or deposit by the Depositor, as applicable, the Issuer will without further action be deemed to sell and assign to the Depositor, with effect as of the date such reassignment occurs and without recourse, representation or warranty, all right, title and interest of the Issuer in, to and under such Sold Receivable and the Related Security. In connection with any such reassignment, the Owner Trustee will, at the Depositor’s expense, execute such documents and take such other actions as are reasonably requested by the Depositor to effect the conveyance of such Sold Receivable pursuant to this Section 2.6(e). The obligation of the Depositor to accept reassignment of any such Sold Receivable and to make the deductions or deposits, as applicable, pursuant to this Section 2.6(e) constitutes the sole remedy for a breach specified in Section 2.6(d) available to the Noteholders (or the Owner Trustee or the Indenture Trustee on behalf of the Secured Parties).

Related to Consideration for Reassignment

  • Voluntary Reassignment If a vacancy occurs in the same or other department or division outside the unit member’s normal assignment, the unit member may submit a written request to the College President to be reassigned. Such requests, if received at least one (1) week prior to the closing date for application for an advertised position, shall be considered before those of other applicants.

  • Transfer and Reassignment An academic staff member may, by agreement between the member and the University, be assigned to a new academic unit (Article 13.

  • Reassignment The Superintendent cannot be reassigned from the position of Superintendent to another position without the Superintendent’s express written consent.

  • Involuntary Reassignment In the absence of volunteers to fill a vacancy internally, the college may administratively reassign from any overstaffed area that qualified faculty member with the lowest seniority.

  • VOLUNTARY TRANSFERS AND REASSIGNMENTS 12.3.1 A listing of tentative vacancies for which the District will interview shall be posted annually in each school on or about March 30 and April 15. The transfer or reassignment closing date will be April 30. Those employees applying within this window shall receive placement prior to consideration of outside applicants.

  • Room Reassignment The Manager may in its sole and unfettered discretion, relocate the Resident to another Room upon 48 hours advance written notice. The Resident agrees to comply with the terms of any relocation notice and to remove and relocate the Resident’s property to the Room designated in the relocation notice. Residents are required to comply with any de-densifying efforts required on campus due to Covid-19 or other public health or safety emergency, including, but not limited to, the relocation of all or some residential students to alternative housing. Relocation does not constitute a termination of a residential student’s housing contract. In the event that the Manager must relocate students as part of a de-densifying strategy due to public health, safety or other concerns for an extended period of time and alternative housing is not available, the Manager may, in its sole and unfettered discretion, pay impacted students fair and reasonable reimbursement (as determined by the Manager) as appropriate and based on information available at that time and in full and final satisfaction of the Manager’s and the Institution’s obligations hereunder.

  • Reassignment of Ineligible Receivables (a) In the event any representation or warranty under Subsection 4.02(a)(ii), (iii), (iv), (vii), (viii), (ix) or (x) is not true and correct in any material respect as of the date specified therein with respect to any Receivable or the related Account and as a result of such breach RFC VIII is required under Subsection 2.6(a) of the Transfer Agreement to accept reassignment of such Receivables previously sold by TRS to RFC VIII pursuant to this Agreement, TRS shall accept reassignment of such Receivables on the terms and conditions set forth in Subsection 6.01(b). (b) TRS shall accept reassignment of any Receivables described in Subsection 6.01(a) from RFC VIII on the date on which such Receivables are reassigned to RFC VIII pursuant to Subsection 2.6(a) of the Transfer Agreement, and shall pay for such reassigned Receivables by paying to RFC VIII in immediately available funds an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, RFC VIII shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to TRS, without recourse, representation or warranty, all the right, title and interest of RFC VIII in and to such Receivables, all Recoveries allocable to such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by RFC VIII as collected in full as of the date on which they were reassigned. RFC VIII shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by TRS to effect the conveyance of such Receivables and other property pursuant to this Subsection.

  • Reassignment and Transfer Terms The Investor Certificates shall be subject to retransfer to the Seller at its option, in accordance with the terms specified in subsection 12.02(a), on any Distribution Date on or after the Distribution Date on which the Investor Interest is reduced to an amount less than or equal to 5% of the Initial Investor Interest. The deposit required in connection with any such repurchase shall include the amount, if any, on deposit in the Principal Funding Account and will be equal to the sum of (a) the Investor Interest and (b) accrued and unpaid interest on the Investor Certificates through the day preceding the Distribution Date on which the repurchase occurs.

  • Transfers and Reassignments Definitions

  • Acknowledgment Regarding Investor’s Purchase of Shares The Company acknowledges and agrees that the Investor is acting solely in the capacity of an arm’s length purchaser with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby. The Company further acknowledges that the Investor is not acting as a financial advisor or fiduciary of the Company (or in any similar capacity) with respect to the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby and any advice given by the Investor or any of its respective representatives or agents in connection with the Registered Offering Transaction Documents and the transactions contemplated hereby and thereby is merely incidental to the Investor’s purchase of the Securities, and is not being relied on by the Company. The Company further represents to the Investor that the Company’s decision to enter into the Registered Offering Transaction Documents has been based solely on the independent evaluation by the Company and its representatives.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!