Common use of Noteholder Demand for Repurchase; Dispute Resolution Clause in Contracts

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the SellerNMAC, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to 41 (NAROT 2017-A Indenture) NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, 41 (NAROT 2020-A Indenture) then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to 42 (NAROT 2017-B Indenture) NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, 41 (NAROT 2019-B Indenture) then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor 43 (NAROT 2019-C Indenture) (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the Seller, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b8.02(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC to purchase or reallocate to the Seller, as applicable, to repurchase UTI a Receivable 20[●]-[●] Lease and the related 20[●]-[●] Vehicle pursuant to Section 4.3 8.02(b) of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) maymay or, or by written notice to the Indenture Trustee Trustee, may direct the Indenture Trustee to, to notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC purchase or reallocate to the Seller, as applicable, repurchase UTI the related Receivable20[●]-[●] Lease and the related 20[●]-[●] Vehicle. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable20[●]-[●] Lease and the related 20[●]-[●] Vehicle, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC purchase or reallocate to the Seller, as applicable, repurchase UTI such 20[●]-[●] Lease and the related Receivable 20[●]-[●] Vehicle pursuant to Section 4.3 8.02(b) of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the SellerNMAC, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase whether or not to repurchase purchase or reallocate to the UTI the related Receivable 20[●]-[●] Lease and the related 20[●]-[●] Vehicle or for monitoring whether or not such repurchase purchase or reallocation occurs.

Noteholder Demand for Repurchase; Dispute Resolution. (a) If an Investor becomes aware of a breach of NMAC’s representations and warranties in Section 3.2(b) of the Purchase Agreement or the Seller’s representations and warranties in Section 3.01 of the Sale and Servicing Agreement that would require NMAC or the Seller, as applicable, to repurchase 40 (NAROT 2022-B Indenture) a Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable, such Investor (the “Requesting Investor”) may, or by written notice to the Indenture Trustee may direct the Indenture Trustee to, notify NMAC or the Seller, as applicable, in writing of such breach and request that NMAC or the Seller, as applicable, repurchase the related Receivable. Any such request, and any related direction to the Indenture Trustee, shall identify the Receivable, as well as the related breach of representation or warranty. If the Requesting Investor is a Note Owner, then each written notice from such Requesting Investor must be accompanied by Verification Documents. Upon receipt of any written notice of a repurchase request that complies with the requirements of this Section 7.07(a), the Indenture Trustee shall forward such written notice to NMAC or the Seller and request that NMAC or the Seller, as applicable, repurchase the related Receivable pursuant to Section 4.3 of the Purchase Agreement or Section 3.02 of the Sale and Servicing Agreement, as applicable. For avoidance of doubt, following delivery of such notice and request to NMAC or the SellerNMAC, the Indenture Trustee shall have no responsibility or liability for the determination by NMAC or the Seller, as applicable, to repurchase or not to repurchase the related Receivable or for monitoring whether or not such repurchase occurs.