Conveyance of Subsequent Conveyed Collateral. (a) As and when permitted by the Indenture and subject to this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Transferor may at its option (but shall not be obligated to) sell, convey and transfer to the Depositor (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of the Transferor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor shall be required to purchase from the Transferor and sell, convey and transfer to the Issuer (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of the Depositor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein. (b) On or after the transfer of any Subsequent Conveyed Collateral by the Transferor to the Depositor and by the Depositor to the Issuer, (i) the Transferor shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral on and after the related Cut-Off Date, (ii) each of the representations and warranties made by the Transferor pursuant to Article III applicable to such Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Date and (iii) the Transferor shall, at its own expense, on or prior to the applicable date of transfer to the Depositor, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor to the Depositor and by the Depositor to the Issuer pursuant to this Agreement.
Appears in 3 contracts
Samples: Master Loan Sale Agreement (NewStar Financial, Inc.), Master Loan Sale Agreement (NewStar Financial, Inc.), Master Loan Sale Agreement (NewStar Financial, Inc.)
Conveyance of Subsequent Conveyed Collateral. (a) As and when permitted by the Indenture and subject to this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Transferor Originator may at its option (but shall not be obligated to) sell, convey and transfer to the Depositor (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of the Transferor Originator in and to the Subsequent Conveyed Collateral identified on Schedule I 1 thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor shall be required to purchase from the Transferor Originator and sell, convey and transfer to the Issuer (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of the Depositor in and to the Subsequent Conveyed Collateral identified on Schedule I 1 thereto, in each and every case without recourse other than as expressly provided herein and therein.
(b) On or after Concurrently with the transfer of any Subsequent Conveyed Collateral by the Transferor Originator to the Depositor and by the Depositor to the Issuer, (i) the Transferor Originator shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral Collateral, on and after the related Cut-Off Date, (ii) each of the representations and warranties made by the Transferor Originator pursuant to Article III applicable to such the Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Transfer Date and (iii) the Transferor Originator shall, at its own expense, on or prior to the applicable date of transfer to the Depositor, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor Originator to the Depositor and by the Depositor to the Issuer pursuant to this Agreement.
Appears in 3 contracts
Samples: Master Loan Sale Agreement (KCAP Financial, Inc.), Master Loan Sale Agreement (TICC Capital Corp.), Master Loan Sale Agreement (Golub Capital BDC, Inc.)
Conveyance of Subsequent Conveyed Collateral. (a) As and when permitted by the Indenture and subject to Section 2.1(d), this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Transferor may at its option (but shall not be obligated to) sell, convey and transfer to the Depositor Retention Holder (by delivery of an executed Subsequent Transfer AgreementAgreement for settlement on the Settlement Date specified therein) all the right, title and interest of the Transferor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor Retention Holder shall be required to purchase from the Transferor and sell, convey and transfer to the Issuer (by delivery of an executed Subsequent Transfer AgreementAgreement for settlement on the Settlement Date specified therein) all the right, title and interest of the Depositor Retention Holder in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein.
(b) On or after the Settlement Date of the transfer of any Subsequent Conveyed Collateral by the Transferor to the Depositor Retention Holder and by the Depositor Retention Holder to the Issuer, (i) the Transferor shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral on and after the related Cut-Off Settlement Date, (ii) each of the representations and warranties made by the Transferor pursuant to Article III applicable to such Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Date and (iii) the Transferor shall, at its own expense, on or prior to the applicable date of transfer to the Depositorrelated Settlement Date, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor to the Depositor Retention Holder and by the Depositor Retention Holder to the Issuer pursuant to this Agreement.
Appears in 3 contracts
Samples: Master Loan Sale Agreement, Master Loan Sale Agreement (NewStar Financial, Inc.), Master Loan Sale Agreement (NewStar Financial, Inc.)
Conveyance of Subsequent Conveyed Collateral. (a) As and when permitted by the Indenture and subject to Section 2.1(d), this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Transferor may at its option (but shall not be obligated to) sell, convey and transfer to the Depositor Retention Holder (by delivery of an executed Subsequent Transfer AgreementAgreement for settlement on the Settlement Date specified therein) all the right, title and interest of the Transferor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor Retention Holder shall be required to purchase from the Transferor and sell, convey and transfer to the Issuer (by delivery of an executed Subsequent Transfer AgreementAgreement for settlement on the Settlement Date specified therein) all the right, title and interest of the Depositor Retention Holder in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein.
(b) On or after the Settlement Date of the transfer of any Subsequent Conveyed Collateral by the Transferor to the Depositor Retention Holder and by the Depositor Retention Holder to the Issuer, (i) the Transferor shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral on and after the related Cut-Off Settlement Date, (ii) each of the representations and warranties made by the Transferor pursuant to Article III applicable to such Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Date and (iii) the Transferor shall, at its own expense, on or prior to the applicable date of transfer to the Depositor, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor to the Depositor and by the Depositor to the Issuer pursuant to this Agreement.Cut-
Appears in 1 contract
Samples: Master Loan Sale Agreement (NewStar Financial, Inc.)
Conveyance of Subsequent Conveyed Collateral. (a) As and when permitted by the Indenture and subject to Section 2.1 and this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Issuer and the Transferor may at its option (but shall not be obligated to) sell, convey and transfer to the Depositor (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of mutually agree that the Transferor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor shall be required to purchase from the Transferor and sell, convey and transfer to the Issuer (by delivery of an executed Subsequent Transfer Agreement) all the right, title and interest of the Depositor in Transferor in, to and to under the Subsequent Conveyed Collateral identified on Schedule I thereto1 to the applicable Subsequent Transfer Agreement, in each and every case without recourse other than as expressly provided herein and therein.
(b) On or after Following the transfer of any Subsequent Conveyed Collateral by the Transferor to the Depositor and by the Depositor to the Issuer, (i) the Transferor shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral Collateral, on and after the related Cut-Off Settlement Date, in accordance with Section 2.7, (ii) each of the representations and warranties made by the Transferor pursuant to Article III Sections 3.1 and 3.2 applicable to such the Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Settlement Date and (iii) the Transferor shall, at its own expense, on or prior to the applicable date of transfer to the DepositorIssuer, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor to the Depositor and by the Depositor to the Issuer pursuant to this Agreement.
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Conveyance of Subsequent Conveyed Collateral. (a) As Subject to Section 2.1 and this Section 2.4, the Depositor and the Transferor may (but shall not be obligated to) mutually agree that the Transferor shall sell, contribute, convey and transfer to the Depositor, and as and when permitted by the Indenture and subject to Section 2.1 and this Section 2.4 and the satisfaction of the conditions imposed under the Indenture with respect to the acquisition of Subsequent Conveyed Collateral, the Transferor Issuer and the Depositor may at its option (but shall not be obligated to) mutually agree that the Depositor shall sell, contribute, convey and transfer to the Depositor (Issuer, in each case by delivery of an executed Subsequent Transfer Agreement) , all the right, title and interest of the Transferor in in, to and to under the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein and the Depositor shall be required to purchase from the Transferor and sell, convey and transfer 1 to the Issuer (by delivery of an executed applicable Subsequent Transfer Agreement) all the right, title and interest of the Depositor in and to the Subsequent Conveyed Collateral identified on Schedule I thereto, in each and every case without recourse other than as expressly provided herein and therein.
(b) On or after Following the transfer of any Subsequent Conveyed Collateral by the Transferor to the Depositor and by the Depositor to the Issuer, (i) the Transferor shall transfer to the Collection Account all Principal Proceeds and Interest Proceeds received with respect to such Subsequent Conveyed Collateral Collateral, on and after the related Cut-Off Settlement Date, in accordance with Section 2.6, (ii) each of the representations and warranties made by the Transferor and/or the Depositor pursuant to Article III Sections 3.1, 3.2 and 3.3 applicable to such the Subsequent Conveyed Collateral shall be true and correct as of the related Cut-Off Settlement Date and (iii) the Transferor shall, at its own expense, on or prior to the applicable date of transfer to the DepositorIssuer, indicate in its records that ownership of the Subsequent Conveyed Collateral identified in the Subsequent Transfer Agreement has been sold by the Transferor to the Depositor and by the Depositor to the Issuer pursuant to this Agreement.
Appears in 1 contract
Samples: Loan Sale and Contribution Agreement (Varagon Capital Corp)