Financing Contracts. (a) Section 4.26 of the Seller Disclosure Letter includes a list of each Financing Contract as of the date hereof. All Financing Records relating to the Financing Contracts, including any Credit Enhancements with respect thereto, have been furnished or made available for inspection by Purchaser. The Company or a Company Subsidiary has in its possession (i) an executed original or a true, correct and complete copy of any lease, note or chattel paper relating to each Financing Contract, (ii) an executed original or a true, correct and complete copy of all other documents relating to each such Financing Contract and each Credit Enhancement relating thereto and (iii) all other documents reasonably necessary to enforce such Financing Contracts and Credit Enhancements or perfect the security interest thereunder.
(b) Each Financing Contract, and each Credit Enhancement relating thereto, is valid, binding and enforceable by the Company or the appropriate Company Subsidiary against the lessee, obligor or borrower thereunder in accordance with its written terms, except as may be limited by the Bankruptcy Exception, and (ii) arose out of a bona fide business transaction entered into in the ordinary course of business; provided, however, that Seller makes no representation or warranty with respect to the ability of the obligor under any Financing Contract or Credit Enhancement to discharge its payment obligations thereunder.
(i) There are no payments under any Financing Contract that are more than 90 days past due as of December 1, 1998, (ii) the Company or the appropriate Company Subsidiary is not in breach or default of any of its material obligations under any Financing Contract or Credit Enhancement related thereto and (iii) neither the Company nor any Company Subsidiary has received any notice of (A) any event other than a payment default which is, or with notice and/or lapse of time would constitute, a material default under any Financing Contract or Credit Enhancement related thereto by any other party thereto or (B) any claim that any obligation to the Company or the appropriate Company Subsidiary under any Financing Contract or Credit Enhancement related thereto is subject to any defense, offset, claim, right of rescission or counterclaim of any party.
Financing Contracts. Any Contract (A) providing for the collection, servicing or administration of leases, loans, conditional sales agreements or financial instruments of a similar type, by any Target Company on behalf of any other Person, or (B) providing for the administration by any Person of any part of the loans or financial instruments of a similar type of any Target Company, in each case, involving the payment by or to such Target Company of more than $5,000,000 during the term thereof;
Financing Contracts. Except as would not have a Company Material Adverse Effect:
(a) Each Financing Contract and each related Credit Enhancement is valid, binding and enforceable, by the applicable Target Company, Securitization Depositor or Securitization Issuing Entity, as the case may be, against the obligor or borrower thereunder in accordance with its respective written terms, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles.
(i) Each Financing Contract and each related Credit Enhancement is, in full force and effect, free and clear of Encumbrances other than Permitted Encumbrances and Encumbrances arising in connection with any Securitization Transaction or under any Securitization Instrument; (ii) each Target Company or Securitization Issuing Entity, as the case may be, has in its possession or control the notes and other documentation comprising each Financing Contract and each related Credit Enhancement reasonably necessary to enforce the rights of such Target Company or Securitization Issuing Entity, as the case may be, with respect to such Financing Contract, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles; and (iii) all payments by the obligor or borrower under each Financing Contract are made to or for the benefit of a Target Company or Securitization Issuing Entity, as the case may be.
(c) With respect to each Financing Contract, the applicable Target Company or Securitization Issuing Entity, as the case may be, has a valid and enforceable security interest in any collateral subject thereto, subject to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and other laws of general applicability relating to or affecting creditors' rights and to general equity principles, as and to the extent required by such Target Company's or the applicable Securitization Originator's respective credit or investment approval with respect to such Financing Contract.
Financing Contracts. (a) Each Financing Contract constitutes and arose out of a bona fide business transaction entered into in the Ordinary Course of Business.
(b) (i) As of the Closing, the Company, its Subsidiaries or a securitization trust established by the Company or its Subsidiaries will be the owner and holder of all right, title and interest in each Financing Contract, except to the extent that any such Financing Contract has been pledged as collateral to a lender pursuant to a warehouse line of credit under which the Financing Contract has been financed; (ii) no Financing Contract is terminable at the option of the Obligor thereunder; (iii) all payments pursuant to each Financing Contract are made directly to the Company, its Subsidiaries or securitization trust established by the Company or its Subsidiaries or to a lockbox account payable to the Company, its Subsidiary or to a securitization trust established by the Company or its Subsidiaries; (iv) since three years prior to the date hereof, the Company has approved credit applications and otherwise entered into commitments with respect to Financing Contracts in a manner consistent in all material respects with the Company’s credit policies, collateral eligibility standards and credit quality classifications in effect at the time and otherwise complied with standards of evaluating, underwriting and funding new businesses which were in all material respects consistent with its then current practices, in each case subject to exceptions made in the Ordinary Course of Business; and (v) with exceptions that in the aggregate would not reasonably be expected to have a Material Adverse Effect, each Financing Contract has been documented on a form approved by the Company and included in the Company’s list of approved documentation.
(c) Each Financing Contract is expressly governed by the Laws of a state of the United States. None of the Financing Contracts are Public Sector Financing Contracts.
(d) With respect to each Financing Contract, the Company, its Subsidiaries or a securitization trust established by the Company or its Subsidiaries has a valid and perfected first priority security interest on the Collateral covered thereby.
Financing Contracts. Leased Property...
Financing Contracts. 18 Section 6.10 Receivables of Seller.....................................................19
Financing Contracts. The Company is not a party to and does not owe any amounts to any Third Parties under any loan, financing and leasing agreements.
Financing Contracts. (1) Agreement by and between Taian AGS Pipeline Construction Co. Ltd. and the Bank of China, dated August 1, 2014.
Financing Contracts iv) Each Contract of WRC or its Subsidiaries providing for the financing (whether by loan, installment contract or otherwise) of purchases of automobiles and other assets (each, a “Financing Contract”) constitutes and arose out of, or was acquired by WRC or a Subsidiary in, a bona fide business transaction entered into in the ordinary course of business.
Financing Contracts. (a) The Company has previously made available to Purchaser a complete and accurate list of all Financing Contracts held by the Company as of the date shown on the Schedule. Schedule 5.5(a) sets forth all of the Financing Contracts as of such date and will be updated as of the Closing Date.
(b) Except as set forth Schedule 5.5(b), as such Schedule will be updated as of the Closing Date, to the Knowledge of the Company, each Financing Contract (i) is valid, binding and enforceable by the Company against the lessee, obligor or borrower thereunder in accordance with its written terms, except as may be limited by any bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium or similar Law affecting creditors’ rights and remedies generally and, with respect to the enforceability of any Financing Contract by general principles of equity, including principles of commercial reasonableness, good faith and fair dealing, and (ii) constitutes and arose out of a bona fide business transaction entered into in the ordinary and usual course of business of the Company consistent with its past practices.
(c) Except as set forth in Schedule 5.5(c), as such Schedule will be updated as of the Closing Date, (i) each Financing Contract is, or will be at the Closing Date, in full force and effect, free and clear of Liens other than Permitted Exceptions, and not subject to any defense, offset, claim, right of rescission or counterclaim by the obligor under such Financing Contract, or any Person claiming under any such right (subject to applicable bankruptcy, insolvency, moratorium, reorganization, fraudulent transfer and other Laws relating to or affecting creditors’ rights generally, to general equitable principles and to the Servicemembers Civil Relief Act); (ii) the Company is not in material breach of or default under any Financing Contract, except as set forth in Schedule 5.5(c), no other party is in payment breach thereof of more than sixty (60) days or material default thereunder and to the Knowledge of the Company, and no other event has occurred which, with notice and/or lapse of time, would constitute a default by the Company or any other party thereunder; (iii) the Company shall be the owner and holder of all right, title and interest in each Financing Contract; (iv) no obligor under any Financing Contract (A) has acquired any Portfolio Property, any interest in any Portfolio Property or the use of any Portfolio Property pursuant to such Financing Contrac...
