Common use of Conveyance of Eligible Receivables Clause in Contracts

Conveyance of Eligible Receivables. (a) By execution of this Agreement, on the Initial Closing Date, the Depositor does hereby transfer, assign and otherwise convey to the Issuing Entity, without recourse (except as expressly provided in Section 2.5 herein), pursuant to an assignment in the form of Exhibit A hereto, all of its right, title and interest in, to and under (i) all of the Receivables existing in the Scheduled Accounts (the schedule of which is on file at the locations set forth in Exhibit B hereto) as of the close of business on the Initial Cut-Off Date that were conveyed to the Depositor by the Seller pursuant to Section 2.01(a) of the Pooling and Servicing Agreement and all monies due or to become due thereon after the Initial Cut-Off Date, all Collateral Security with respect thereto and all amounts received with respect thereto (including all Interest Collections received in the calendar month in which the Initial Cut-Off Date occurs, whether or not received prior to the Initial Cut-Off Date), (ii) the Pooling and Servicing Agreement with respect to such Receivables, including the right of the Depositor to cause the Seller or the Servicer to repurchase Receivables under certain circumstances, (iii) the Custodian Agreement with respect to such Receivables and (iv) all proceeds of the foregoing (including “proceeds” as defined in the UCC and Recoveries).

Appears in 2 contracts

Samples: Sale and Servicing Agreement, Trust Sale and Servicing Agreement (Ally Wholesale Enterprises LLC)

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Conveyance of Eligible Receivables. (a) By execution of this Agreement, on the Initial Closing Date, the Depositor does hereby transfer, assign and otherwise convey to the Issuing Entity, without recourse (except as expressly provided in Section 2.5 herein), pursuant to an assignment in the form of Exhibit A hereto, on the Initial Closing Date, (i) all of its right, title and interest in, to and under (i) all of the Eligible Receivables existing in the Scheduled Accounts (the schedule of which is on file at the locations set forth in Exhibit B hereto) as of the close of business on the Initial Cut-Off Date that were conveyed to the Depositor by the Seller pursuant to Section 2.01(a) of the Pooling and Servicing Agreement and all monies due or to become due thereon after the Initial Cut-Off Date, all Collateral Security with respect thereto and all amounts received with respect thereto (including all Interest Collections received in the calendar month in which the Initial Cut-Off Date occurs, whether or not received prior to the Initial Cut-Off Date), (ii) all of its right, title and interest in, to and under Article IV and Sections 3.04(c) and 6.03 of the Pooling and Servicing Agreement with respect to such Receivables, including the right of the Depositor to cause the Seller or the Servicer to repurchase Receivables under certain circumstances, (iii) all of its right, title and interest in, to and under the Custodian Agreement with respect to such Receivables and (iv) all of its right, title and interest in all proceeds of the foregoing (including "proceeds" as defined in the UCC and Recoveries).

Appears in 2 contracts

Samples: Trust Sale and Servicing Agreement (Wholesale Auto Receivables LLC), Trust Sale and Servicing Agreement (SWIFT Master Auto Receivables Trust)

Conveyance of Eligible Receivables. (a) By execution In consideration of this Agreement, the Issuing Entity’s delivery on the Initial Closing DateDate of the 2007-A Term Notes, the 2007-RN1 Note and the Certificates to, or upon the order of, the Depositor, the Depositor does hereby enter into this Agreement and agree to fulfill all of its obligations hereunder and does hereby sell, transfer, assign and otherwise convey to the Issuing Entity, without recourse (except as expressly provided in Section 2.5 herein), pursuant to an assignment in the form of Exhibit A hereto, on the Closing Date, (i) all of its right, title and interest in, to and under (i) all of the Eligible Receivables existing in the Scheduled Accounts listed on the Schedule of Accounts (the schedule of which is on file at the locations set forth in Exhibit B hereto) as of the close of business on the Initial Cut-Off Date that were conveyed to the Depositor by the Seller pursuant to Section 2.01(a) of the Pooling and Servicing Agreement and all monies due or to become due thereon after the Initial Cut-Off Date, all Collateral Security with respect thereto and all amounts received with respect thereto (including all Interest Collections received in the calendar month in which the Initial Cut-Off Date occurs, whether or not received prior to the Initial Cut-Off Date), (ii) all of its right, title and interest in, to and under Article IV and Sections 3.04(c) and 6.03 of the Pooling and Servicing Agreement with respect to such Receivables, including the right of the Depositor to cause the Seller GMAC or the Servicer to repurchase Receivables under certain circumstances, (iii) all of its right, title and interest in, to and under the Custodian Agreement with respect to such Receivables and (iv) all of its right, title and interest in all proceeds of the foregoing (including “proceeds” as defined in of the UCC and Recoveries).

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Superior Wholesale Inventory Financing Trust 2007-Ae-1)

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Conveyance of Eligible Receivables. (a) By execution In consideration of this Agreement, the Issuing Entity’s delivery on the Initial Closing DateDate of the [•] Term Notes, the [•]-RN[•] Note and the [•] Certificates to, or upon the order of, the Depositor, the Depositor does hereby enter into this Agreement and agree to fulfill all of its obligations hereunder and does hereby sell, transfer, assign and otherwise convey to the Issuing Entity, without recourse (except as expressly provided in Section 2.5 herein), pursuant to an assignment in the form of Exhibit A hereto, on the Closing Date, (i) all of its right, title and interest in, to and under (i) all of the Eligible Receivables existing in the Scheduled Accounts listed on the Schedule of Accounts (the schedule of which is on file at the locations set forth in Exhibit B hereto) as of the close of business on the Initial Cut-Off Date that were conveyed to the Depositor by the Seller pursuant to Section 2.01(a) of the Pooling and Servicing Agreement and all monies due or to become due thereon after the Initial Cut-Off Date, all Collateral Security with respect thereto and all amounts received with respect thereto (including all Interest Collections received in the calendar month in which the Initial Cut-Off Date occurs, whether or not received prior to the Initial Cut-Off Date), (ii) all of its right, title and interest in, to and under Article IV and Sections 3.04(c) and 6.03 of the Pooling and Servicing Agreement with respect to such Receivables, including the right of the Depositor to cause the Seller GMAC or the Servicer to repurchase Receivables under certain circumstances, (iii) all of its right, title and interest in, to and under the Custodian Agreement with respect to such Receivables and (iv) all of its right, title and interest in all proceeds of the foregoing (including “proceeds” as defined in of the UCC and Recoveries).

Appears in 1 contract

Samples: Trust Sale and Servicing Agreement (Wholesale Auto Receivables Corp)

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