Common use of Conveyance of Trust Property Clause in Contracts

Conveyance of Trust Property. (a) In consideration of the Trustee's delivery to, or upon the written order of, the Seller of authenticated Certificates, in authorized denominations, in an aggregate amount equal to the Original Certificate Balance and the rights to receive certain amounts as specified herein, the Seller hereby sells, transfers, assigns and conveys to the Trustee, on the behalf of the Trust, for the benefit of the Certificateholders, upon the terms and conditions hereof, the Trust Property to the Trust, without recourse. The sale, transfer, assignment and conveyance made hereunder shall not constitute and is not intended to result in an assumption by the Trustee, any Certificateholder or any Certificate Owner of any obligation of the Seller to the Obligors, the Dealers, or any other Person in connection with the Receivables and the other Trust Property or any agreement, document or instrument related thereto. (b) The Seller intends that the transfer and conveyance of the Trust Property to the Trust hereunder constitutes a complete sale and assignment of all of the Seller's right, title and interest in, to and under the Trust Property to the Trust and that the beneficial interest of the Seller in, and title to, the Trust Property will not be a part of the Seller's estate in the event of any liquidation, reorganization or similar insolvency proceeding with respect to the Seller. In the event that the transfer hereunder is not respected as a complete sale and assignment of the Trust Property to the Trust, then, in such event, the Seller hereby grants to the Trustee on behalf of the Certificateholders a security interest in the Trust Property. This Agreement shall constitute a security agreement under applicable law.

Conveyance of Trust Property. (a) In consideration of the Trustee's delivery to, or upon the written order of, the Seller of authenticated Certificates, in authorized denominations, in an aggregate amount equal to the Original Certificate Balance and the rights to receive certain amounts as specified hereinPool Balance, the Seller hereby irrevocably sells, transfers, assigns and conveys to the Trustee, on the behalf of the Trust, in trust for the benefit of the Certificateholders, upon the terms and conditions hereof, all right, title and interest of the Seller, whether now owned or hereafter acquired, in and to and under the Trust Property to the TrustProperty, without recourse. The sale, transfer, assignment and conveyance made hereunder shall not constitute and is not intended to result in an assumption by the Trustee, any Certificateholder or any Certificate Owner of any obligation of the Seller to the Obligors, the Dealers, Dealers or any other Person in connection with the Receivables and the other Trust Property or any agreement, document or instrument related thereto. (b) The . It is the intention of the Seller intends and the Trustee that the transfer and conveyance of the Trust Property contemplated herein constitute a sale of the Trust Property, conveying good title to the Trust hereunder constitutes a complete sale and assignment of all of Property from the Seller's right, title and interest in, to and under the Trust Property Seller to the Trust and that the beneficial interest of the Seller inTrust. However, and title to, the Trust Property will not be a part of the Seller's estate in the event of any liquidation, reorganization or similar insolvency proceeding with respect that such transfer is deemed to be a pledge to secure the Seller. In the event that the transfer hereunder is not respected as a complete sale and assignment payment of the Trust Property to the Trust, then, in such eventCertificates, the Seller hereby grants to the Trustee on behalf of the Trust for the benefit of the Certificateholders a first priority security interest in all of the Seller's right, title and interest in the Trust Property. This , and all proceeds thereof, to secure the payment of the Certificates, and in such event, this Agreement shall constitute a security agreement under applicable law.

Conveyance of Trust Property. (a) In consideration of the TrusteeIssuer's delivery to, or upon the written order of, the Seller of authenticated Notes and Certificates, in authorized denominations, denominations in an aggregate amount principal amounts equal to the Original Certificate Balance initial principal amount of the Notes and the rights to receive certain amounts as specified hereinInitial Certificate Balance, respectively, the Seller hereby irrevocably sells, transfers, assigns and conveys to the TrusteeIssuer all right, on the behalf title and interest of the TrustSeller, for the benefit of the Certificateholderswhether now owned or hereafter acquired, upon the terms in, to and conditions hereof, under the Trust Property Property, without recourse (subject to the Trust, without recourseobligations herein). The sale, transfer, assignment and conveyance made hereunder shall not constitute and is not intended to result in an assumption by the Trustee, any Certificateholder or any Certificate Owner Issuer of any obligation of the Seller to the Obligors, the Dealers, Dealers or any other Person in connection with the Receivables and the other Trust Property or any agreement, document or instrument related thereto. (b) The . It is the intention of the Seller intends and the Issuer that the transfer and conveyance of the Trust Property contemplated herein constitute a sale of the Trust Property, conveying good title to the Trust hereunder constitutes Property from the Seller to the Issuer. However, in the event that such transfer is deemed to be a complete sale pledge to secure the payment of the Notes and assignment of the Certificates, the Seller hereby grants to the Issuer a first priority security interest in all of the Seller's right, title and interest in, to and under the Trust Property Property, and all proceeds thereof, to secure the Trust and that the beneficial interest payment of the Seller inNotes and the Certificates, and title to, the Trust Property will not be a part of the Seller's estate in the event of any liquidation, reorganization or similar insolvency proceeding with respect to the Seller. In the event that the transfer hereunder is not respected as a complete sale and assignment of the Trust Property to the Trust, then, in such event, the Seller hereby grants to the Trustee on behalf of the Certificateholders a security interest in the Trust Property. This this Agreement shall constitute a security agreement under applicable law.

Conveyance of Trust Property. (a) In consideration of the Trustee's delivery to, or upon the written order of, the Seller of authenticated Certificates, in authorized denominations, in an aggregate amount equal to the Original Certificate Balance and the rights to receive certain amounts as specified herein, the Seller hereby sells, transfers, assigns and conveys to the Trustee, on the behalf of the Trust, for the benefit of the Certificateholders, upon the terms and conditions hereof, the Trust Property to the TrustProperty, without recourse. The sale, transfer, assignment and conveyance made hereunder shall not constitute and is not intended to result in an assumption by the Trustee, any Certificateholder or any Certificate Owner of any obligation of the Seller to the Obligors, the Dealers, or any other Person in connection with the Receivables and the other Trust Property or any agreement, document or instrument related thereto. (b) The Seller intends that the transfer and conveyance of the Trust Property to the Trust hereunder constitutes a complete sale and assignment of all of the Seller's right, title and interest in, to and under the Trust Property to the Trust and that the beneficial interest of the Seller in, and title to, the Trust Property will not be a part of the Seller's estate in the event of any liquidation, reorganization or similar insolvency proceeding with respect to the Seller. In the event that the transfer hereunder is not respected as a complete sale and assignment of the Trust Property to the Trust, then, in such event, the Seller hereby grants to the Trustee on behalf of the Certificateholders a security interest in the Trust Property. This Agreement shall constitute a security agreement under applicable law.