Particular. The Seller represents and warrants to the Purchaser as to the Purchased Loans purchased by the Purchaser or substituted by the Seller under the Initial Sale Agreement with respect to the Initial Loans, or each Additional Sale Agreement with respect to any Additional Loans or Substituted Loans, in each case executed pursuant to these Master Sale Terms that as of the date of the Initial Sale Agreement, as of the Statistical Cutoff Date, or as of the related Additional Sale Agreement, as applicable, or as of the date otherwise noted:
(i) The Interim Eligible Lender Trustee for the benefit of the Seller has good and marketable title to, and is the sole owner of, the Purchased Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses, or counterclaims have been asserted or threatened with respect to those Loans;
(ii) These Master Sale Terms create a valid and continuing security interest (as defined in the applicable UCC) in the Purchased Loans in favor of the Purchaser and the Eligible Lender Trustee on behalf of the Purchaser, which security interest is prior to all other security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances, and is enforceable as such as against creditors of and purchasers from the Interim Eligible Lender Trustee and the Seller;
(iii) The Purchased Loans constitute either “Payment Intangibles” or “Accounts” within the meaning of the applicable UCC and are within the coverage of Sections 432(m)(1)(E) and 439(d)(3) of the Higher Education Act;
(iv) As of the Statistical Cutoff Date, in the case of the Initial Loans, or as of the related Subsequent Cutoff Date, in the case of any Additional Loan or Substituted Loan, the Purchased Loans are Eligible Loans and the description of such Loans set forth in the related Sale Agreement and the related Loan Transmittal Summary Form is true and correct;
(v) The Interim Eligible Lender Trustee and the Seller are authorized to sell, assign, transfer, substitute and repurchase the Purchased Loans; and the sale, assignment and transfer of such Loans is or, in the case of a Loan repurchase or substitution by the Seller and or the Interim Eligible Lender Trustee, will be made pursuant to and consistent with the laws and regulations under which the Seller and the Interim Eligible Lender Trustee operate, and will not violate any decree, judgment or orde...
Particular. Seller represents and warrants to Purchaser as to the Loans purchased by Purchaser under each Sale Agreement and each Xxxx of Sale executed pursuant to these Master Sale Terms:
(a) Seller has good and marketable title to, and is the sole owner of, the Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses, or counterclaims have been asserted or threatened with respect to the Loans;
(b) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Loans in favor of the Purchaser, which security interest is prior to all other security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances, and is enforceable as such as against creditors of and purchasers from the Seller;
(c) The Loans constitute "instruments" within the meaning of the applicable UCC;
(d) The Loans are Eligible Loans and the description of the Loans set forth in the Sale Agreement and the Loan Transmittal Summary Form is true and correct;
(e) The Seller is authorized to sell, assign, transfer and repurchase the Loans; and the sale, assignment and transfer of such Loans is or, in the case of a Loan repurchased by the Seller, will be made pursuant to and consistent with the laws and regulations under which the Seller operates, and will not violate any decree, judgment or order of any court or agency, or conflict with or result in a breach of any of the terms, conditions or provisions of any agreement or instrument to the Seller is a party or by which the Seller or its property is bound, or constitute a default (or an event which could constitute a default with the passage of time or notice or both) thereunder;
(f) The Loans are each in full force and effect in accordance with their terms and are legal, valid and binding obligations of the respective Borrowers thereunder subject to no defenses (except the defense of infancy);
(g) No consents and approvals are required by the terms of the Loans to the sale of the Loans hereunder to the Seller;
(h) Each Loan has been duly made and serviced in accordance with the guidelines of one of the Programs under which the Loan was originated;
(i) Any payments on the Loans received by the Seller which have been allocated to reduction of principal and interest on such Loans have been allocated on a simple interest basis; the information with respect to the Loans a...
Particular. Xxxxxx Xxx represents and warrants to Funding as to the Loans purchased by Funding under each Purchase Agreement and each Xxxx of Sale executed pursuant these Master Terms that:
(i) Xxxxxx Xxx has good and marketable title to, and is the sole owner of, the Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses or counterclaims have been asserted or threatened with respect to the Loans;
(ii) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Loans in favor of the Eligible Lender Trustee, which security interest is prior to all other security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances, and is enforceable as such as against creditors of and purchasers from the Interim Eligible Lender Trustee and the Seller;
(iii) The Loans constitute "instruments" within the meaning of the applicable UCC and are within the coverage of Sections 432(m)(1)(E) and 439(d)(3) of the Higher Education Act;
(iv) The Loans are Eligible Loans and the description of the Loans set forth in the Purchase Agreement is true and correct;
(v) Xxxxxx Mae is authorized to sell, assign, transfer and repurchase the Loans; and the sale, assignment and transfer of such Loans is or, in the case of a Loan repurchase by Xxxxxx Xxx, will be made pursuant to and consistent with the laws and regulations under which Xxxxxx Mae operates, and will not violate any decree, judgment or order of any court or agency, or conflict with or result in a breach of any of the terms, conditions or provisions of any agreement or instrument to which Xxxxxx Xxx is a party or by which Xxxxxx Mae or its property is bound, or constitute a default (or an event which could constitute a default with the passage of time or notice or both) thereunder;
(vi) The Loans are each in full force and effect in accordance with their terms and are legal, valid and binding obligations of the respective Borrowers thereunder subject to no defenses (except the defense of infancy);
(vii) No consents and approvals are required by the terms of the Loans to the sale of the Loans hereunder to the Eligible Lender Trustee;
(viii) Each Loan has been duly made and serviced in accordance with the provisions of the Federal Family Education Loan Program established under the Higher Education Act, and has been duly insured by a Guarantor; s...
Particular. Xxxxxx Mae represents and warrants to Funding as to the Loans purchased by Funding under each Purchase Agreement and each Xxxx of Sale executed pursuant these Master Terms that:
(i) Xxxxxx Mae has good title to, and is the sole owner of, the Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses or counterclaims have been asserted or threatened with respect to the Loans;
(ii) The Loans are Eligible Loans and the description of the Loans set forth in the Purchase Agreement is true and correct;
(iii) Xxxxxx Xxx is authorized to sell, assign, transfer and repurchase the Loans; and the sale, assignment and transfer of such Loans is or, in the case of a Loan repurchase by Xxxxxx Mae, will be made pursuant to and consistent with the laws and regulations under which Xxxxxx Xxx operates, and will not violate any decree, judgment or order of any court or agency, or conflict with or result in a breach of any of the terms, conditions or provisions of any agreement or instrument to which Xxxxxx Mae is a party or by which Xxxxxx Xxx or its property is bound, or constitute a default (or an event which could constitute a default with the passage of time or notice or both) thereunder;
(iv) The Loans are each in full force and effect in accordance with their terms and are legal, valid and binding obligations of the respective Borrowers thereunder subject to no defenses (except the defense of infancy);
(v) Each Loan has been duly made and serviced in accordance with the provisions of the Federal Family Education Loan Program established under the Higher Education Act, and has been duly insured by a Guarantor; such guarantee is in full force and effect and is freely transferable to the Interim Eligible Lender Trustee on behalf of Funding as an incident to the purchase of each Loan; and all premiums due and payable to such Guarantor shall have been paid in full as of the date of the Xxxx of Sale;
(vi) Any payments on the Loans received by Xxxxxx Xxx which have been allocated to reduction of principal and interest on such Loans have been allocated on a simple interest basis; the information with respect to the Loans as of the Cutoff Date as stated on the Loan Transmittal Summary Form is true and correct;
(vii) Due diligence and reasonable care have been exercised in the making, administering, servicing and collecting the Loans and, with respect to any ...
Particular. The Seller represents and warrants to the Purchaser as to the Purchased Loans purchased by the Purchaser or substituted by the Seller under the Initial Sale Agreement with respect to the Initial Loans, or each Additional Sale Agreement with respect to any Additional Loans or Substituted Loans, in each case executed pursuant to these Master Sale Terms that as of the date of the Initial Sale Agreement, as of the Statistical Cutoff Date, or as of the related Additional Sale Agreement, as applicable, or as of the date otherwise noted:
(i) The Interim Eligible Lender Trustee for the benefit of the Seller has good and marketable title to, and is the sole owner of, the Purchased Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses, or counterclaims have been asserted or threatened with respect to those Loans;
Particular. SLC represents and warrants to SLC Receivables as to the Loans purchased by SLC Receivables or substituted by SLC under the related Purchase Agreement and each Xxxx of Sale executed pursuant to this Master Terms Purchase Agreement as of the date of the related Purchase Agreement, or as of the date otherwise noted:
(i) SLC has good and marketable title to, and is the sole owner of, the Loans, free and clear of all security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances of any nature and no right of rescission, offsets, defenses or counterclaims have been asserted or threatened with respect to the Loans;
(ii) This Master Terms Purchase Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Loans in favor of the Eligible Lender Trustee, which security interest is prior to all other security interests, liens, charges, claims, offsets, defenses, counterclaims or encumbrances, and is enforceable as such as against creditors of and purchasers from SLC;
(iii) The Loans constitute either “Payment Intangibles” or “Instruments” within the meaning of the applicable UCC;
(iv) The Loans are Eligible Loans and the description of the Loans set forth in the Purchase Agreement and the Loan Transmittal Summary Form is true and correct;
(v) SLC is authorized to sell, assign, transfer, substitute and repurchase the Loans; and the sale, assignment and transfer of such Loans is or, in the case of a Loan repurchase or substitution by SLC, will be made pursuant to and consistent with the laws and regulations under which SLC operates, and will not violate any decree, judgment or order of any court or agency, or conflict with or result in a breach of any of the terms, conditions or provisions of any agreement or instrument to which SLC is a party or by which SLC or its property is bound, or constitute a default (or an event which could constitute a default with the passage of time or notice or both) thereunder;
(vi) The Loans are each in full force and effect in accordance with their terms and are legal, valid and binding obligations of the respective Borrowers thereunder subject to no defenses (except the defense of infancy);
(vii) No consents and approvals are required by the terms of the Loans for the consummation of the sale of the Loans hereunder to the Eligible Lender Trustee;
(viii) As of the Cutoff Date, or, in the case of any purchase following the Closing Date, as of the date of the related ...
Particular. SPECIFICATIONS In addition to the general specifications prescribed in paragraph 5., the protective device shall comply with the particular conditions prescribed below:
Particular. Without limiting the general responsibilities set out in 2.1, particular roles and responsibilities shall be to:
(a) ensure and advise on the preparation of the AONB Management Plan and advise on its adoption and review by the necessary local authorities;
(b) ensure and regularly monitor development and implementation of the Management Plan and AONB Unit performance, and to ensure that it receives reports for this purpose;
(c) plan future activity and expenditure by, or on behalf of, the AONB Unit, and monitor spending, as set out in a Business Plan to be agreed annually by the Executive Committee;
(d) ensure the publication of an Annual Report for the AONB, explaining progress made against the Management Plan;
(e) in accordance with protocol ensure and provide for the giving of timely advice to local planning authorities on agreed categories of planning application;
(f) ensure and provide for the giving of timely advice to other public bodies, agencies, statutory undertakers and other bodies and individuals concerning the impact of their activities on the AONB;
(g) set up such working groups and advisory groups (both of which may include non-members of the Executive Committee) as are necessary or desirable to fulfil effectively the Committee’s purposes;
(h) set up a Technical Officers Group, which will ensure external support for and review of the work of the AONB Unit on an ongoing basis, and will operate in accordance with Appendix III;
(i) ensure the holding of an annual Arnside/Silverdale AONB Conference, to act as a wider forum to involve the local community in the management of the AONB and discussion of its future;
(j) commission appropriate research, special studies and monitoring arrangements to meet its obligations within the financial constraints of the Business Plan; and
(k) promote the interests of the AONB regionally, nationally and internationally within the family of protected areas.
Particular. Amount (in Rs.)
Particular communications will be handled as follows: The Agreement will be provided in the Website and/or the Mobile app at the sign-up and will also be available on the website for the service and in your Online account;Notifications on changes to this Agreement after the sign-up will be provided via e-mail;Except where this Agreement provides otherwise, a notice to terminate this Agreement will be provided via e-mail;11
