Initial and Subsequent Transactions Sample Clauses

Initial and Subsequent Transactions. The making of each Transaction with Seller (including the initial Transaction) on any Business Day is subject to the delivery of all Transaction Asset Documents pertaining to the Eligible Transaction Assets to be sold for such Transactions, including a Confirmation, duly executed and delivered by Seller, together with all applicable documents required by Section 3.03(b) and the satisfaction of the following further conditions precedent, both immediately prior to the entering of such Transaction and also after giving effect thereto and to the intended use thereof:

Initial and Subsequent Transactions. The entering into each Transaction with a Seller (including the initial Transaction) on any Business Day is subject to the delivery of all Transaction Asset Documents pertaining to the Eligible Transaction Assets to be sold for such Transaction, together with all documents set forth in Section 3.03(b)(i)-(xii) and the satisfaction of the following further conditions precedent, both immediately prior to the making of such Transaction and also after giving effect thereto and to the intended use thereof: (a) No Event of Default or Default shall have occurred and be continuing on such date either before or after giving effect to the making of the Purchase Price payment; (b) Buyer shall have received from the relevant Seller, and such Seller shall have received from each Transaction Asset Obligor, such representations and warranties as Buyer shall, in its sole discretion, deem satisfactory. The representations and warranties made by the relevant Seller in

Initial and Subsequent Transactions. The entering into each Transaction with Seller (including the initial Transaction) on any Business Day is subject to the delivery of all Transaction Asset Documents pertaining to the Eligible Transaction Assets to be sold for such Transaction, together with all documents set forth in Section 3.03(b)(i)-(xii) and the satisfaction of the following further conditions precedent, both immediately prior to the making of such Transaction and also after giving effect thereto and to the intended use thereof: (a) No Event of Default or Default shall have occurred and be continuing on such date either before or after giving effect to the making of the Purchase Price payment; (b) Buyer shall have received from Seller, and Seller shall have received from each Transaction Asset Obligor such representations and warranties as Buyer shall, in its sole discretion, deem satisfactory. The representations and warranties made by Seller in Section 7, elsewhere in each of the Transaction Documents, shall be true and complete on and as of the date of the making of such Transaction in all material respects (in the case of the representations and warranties in Section 7.09, solely with respect to Eligible Transaction Assets included in the Aggregate Margin Maintenance Asset Value) with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Buyer shall have received an officer's certificate signed by a Responsible Officer of Seller certifying as to the truth and accuracy of the above, which certificate shall also include a representation that (i) Seller is in compliance with all governmental licenses and authorizations, (ii) Seller is qualified to do business, validly existing and, to the extent determinable, in good standing, in all required jurisdictions, (iii) the facts set forth in the Diligence Materials related to the Transaction Asset(s) for such Transaction are, to the best knowledge of Seller after diligent inquiry, true and correct (or shall fully explain all adverse changes from the information previously supplied to Buyer), (iv) there has been no change in the organizational and authority documents provided to Buyer pursuant to Section 6.01(b) hereof since the date of the most recent certification thereof to Buyer, and (v) there has been no Material Adverse Effect since the date of the last Purchase Price payment to Seller hereunder; (c)...