Common use of NON-RECOURSE OBLIGATIONS OF SELLER Clause in Contracts

NON-RECOURSE OBLIGATIONS OF SELLER. Notwithstanding anything herein or in the other Transaction Documents to the contrary, the parties hereto agree that the obligations of the Seller hereunder (without limiting the obligation to apply distributions of the respective Credit Enhancement Fees in accordance with Section 3.03(b)) shall be recourse only to the extent of amounts released to the Seller pursuant to priority EIGHTH of Section 3.03(b) and retained by the Seller in accordance with the next sentence. The Seller agrees that it shall not declare or make payment of (i) any dividend or other distribution on or in respect of any shares of its capital stock or (ii) any payment on account of the purchase, redemption, retirement or acquisition of (x) any shares of its capital stock or (y) any option, warrant or other right to acquire shares of its capital stock, or (iii) any payment of any loan made by OFL to the Seller, or of any deferred portion of the purchase price payable by the Seller to OFL with respect to any Receivable unless (in each case) at the time of such declaration or payment (and after giving effect thereto) no amount payable by Seller under any Transaction Document is then due and owing but unpaid. Nothing contained herein shall be deemed to limit the rights of the Certificateholders (or Certificate Owners) or Noteholders (or Note Owners) under any other Transaction Document.

NON-RECOURSE OBLIGATIONS OF SELLER. Notwithstanding anything herein or in the other Transaction Documents to the contrary, the parties hereto agree that the obligations of the Seller hereunder (without limiting the obligation to apply distributions of the respective Credit Enhancement Fees in accordance with Section 3.03(b)) shall be recourse only to the extent of amounts released to the Seller pursuant to priority EIGHTH of Section 3.03(b) and retained by the Seller in accordance with the next sentence. The Seller agrees that it shall not declare or make payment of (i) any dividend or other distribution on or in respect of any shares of its capital stock or (ii) any payment on account of the purchase, redemption, retirement or acquisition of (x) any shares of its capital stock or (y) any option, warrant or other right to acquire shares of its capital stock, or (iii) any payment of any loan made by OFL to the Seller, or of any deferred portion of the purchase price payable by the Seller to OFL with respect to any Receivable unless (in each case) at the time of such declaration or payment (and after giving effect thereto) no amount payable by Seller under any Transaction Document is then due and owing but unpaid. Nothing contained herein shall be deemed to limit the rights of the Certificateholders (or Certificate Owners) or Noteholders (or Note Owners) under any other Transaction Document.

NON-RECOURSE OBLIGATIONS OF SELLER. Notwithstanding anything herein or in the other Transaction Documents to the contrary, the parties hereto agree that the obligations of the Seller hereunder (without limiting the obligation to apply distributions of the respective Credit Enhancement Fees in accordance with Section 3.03(b)) shall be recourse only to the extent of amounts released to the Seller pursuant to priority EIGHTH of Section 3.03(b) and retained by the Seller in accordance with the next sentence. The Seller agrees that it shall not declare or make payment of (i) any dividend or other distribution on or in respect of any shares of its capital stock or (ii) any payment on account of the purchase, redemption, retirement or acquisition of (x) any shares of its capital stock or (y) any option, warrant or other right to acquire shares of its capital stock, or (iii) any payment of any loan made by OFL Arcadia Financial to the Seller, or of any deferred portion of the purchase price payable by the Seller to OFL Arcadia Financial with respect to any Receivable unless (in each case) at the time of such declaration or payment (and after giving effect thereto) no amount payable by Seller under any Transaction Document is then due and owing but unpaid. Nothing contained herein shall be deemed to limit the rights of the Certificateholders (or Certificate Owners) or Noteholders (or Note Owners) under any other Transaction Document.

NON-RECOURSE OBLIGATIONS OF SELLER. Notwithstanding anything herein or in the other Transaction Documents to the contrary, the parties hereto agree that the obligations of the Seller hereunder (without limiting the obligation to apply distributions of the respective Credit Enhancement Fees in accordance with Section section 3.03(b)) shall be recourse only to the extent of amounts released to the Seller seller pursuant to priority EIGHTH of Section 3.03(b) and retained by the Seller in accordance with the next sentence. The Seller agrees that it shall not declare or make payment of (i) any dividend or other distribution on or in respect of any shares of its capital stock or (ii) any payment on account of the purchase, redemption, retirement or acquisition of (x) any shares of its capital stock or (y) any option, warrant or other right to acquire shares of its capital stock, or (iii) any payment of any loan made by OFL Arcadia Financial to the Seller, or of any deferred portion of the purchase price payable by the Seller to OFL Arcadia Financial with respect to any Receivable unless (in each case) at the time of such declaration or payment (and after giving effect thereto) no amount payable by Seller seller under any Transaction Document is then due and owing but unpaid. Nothing contained herein shall be deemed to limit the rights of the Certificateholders (or Certificate Owners) or Noteholders (or Note Owners) under any other Transaction Document.