Payment Upon Breach Clause Samples

Payment Upon Breach. (a) The Seller, the Servicer, or the Trust Collateral Agent, as the case may be, shall inform the other parties to this Agreement promptly in writing (which, in the case of the Servicer, can be included in the applicable Servicer’s Certificate), upon the discovery (which, in the case of the Trust Collateral Agent shall mean actual knowledge of a Responsible Officer of the Trust Collateral Agent or receipt of written notice of such breach or failure) of any breach of the Seller’s representations and warranties pursuant to Sections 3.01(i), (ii), (iii), (iv), (v), (vi), (vii), (viii), (x) and (xiii) hereof without regard to any limitation set forth therein concerning the knowledge of the Seller as to the facts stated therein. (b) Unless any such breach of a representation or warranty described in clause (a) of this Section 3.02 shall have been cured in all material respects by, and subject to the terms of Section 3.02(d) below, as of the last day of the first full Collection Period following the discovery thereof the Seller shall have the obligation, and the Trust Collateral Agent shall, at the expense of the Seller, enforce such obligation of the Seller, and if necessary, any obligation of the Originator under the Sale and Contribution Agreement, to make a payment to the Collection Account of the applicable Purchase Amount in respect of all Loans and Contracts with respect to which there is a breach of any such representations and warranties which are materially and adversely affected by such event and which materially and adversely affects the interests of the Indenture Trustee or the Noteholders therein as of such last day. (c) The sole remedy of the Trust Collateral Agent, the Trust, the Noteholders and the Certificateholders with respect to a breach of the Seller’s representations and warranties pursuant to Section 3.01 hereof which materially and adversely affects either a Contract or a Loan and the interests of the Indenture Trustee or the Noteholders in the Contracts, Purchased Loans or Dealer Loans shall be to require the Seller to make payments in respect of the related Loans pursuant to this Section or to enforce any obligation of Credit Acceptance to repurchase such Loans pursuant to the Sale and Contribution Agreement, and to require the Seller to make payments in respect of the related Contracts pursuant to this Section or to enforce the obligation of Credit Acceptance to make such payments pursuant to the Sale and Contribution Agreement. The T...
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Payment Upon Breach. 37 (continued)
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Payment Upon Breach. 35 Section 3.03. Custody of Dealer Agreements, Purchase Agreements and Contract Files. 37 ARTICLE IV. ADMINISTRATION AND SERVICING OF LOANS AND CONTRACTS 38 Section 4.01. Appointment; Duties of Servicer. 38 Section 4.02. Collection and Application of Payments on the Loans and Contracts; Extensions and Amendments. 40 Section 4.03. Realization Upon Contracts. 41 Section 4.04. [Reserved]. 41 Section 4.05. Maintenance of Security Interests in Financed Vehicles. 41 Section 4.06. Covenants of Servicer. 42 Section 4.07. Payments in Respect of Loans or Contracts Upon Breach. 46 Section 4.08. Servicer Fee. 47 Section 4.09. Servicer’s Certificate. 47 -i- Section 4.10. Annual Statement as to Compliance; Notice of Default. 48 Section 4.11. Annual Independent Certified Public Accountants’ Report. 49 Section 4.12. Access to Certain Documentation and Information Regarding Loans and Contracts. 50 Section 4.13. Servicer Expenses. 51 Section 4.14. Servicer Not to Resign as Servicer. 51 Section 4.15. The Backup Servicer. 51 Section 4.16. [Reserved]. 52 Section 4.17. Obligations in Respect of the Servicer. 52 Section 4.18. Dealer Collections Purchase. 52 ARTICLE V. TRUST ACCOUNTS; DISTRIBUTIONS; STATEMENTS TO CERTIFICATEHOLDERS AND NOTEHOLDERS 53 Section 5.01. Establishment of Accounts of the Trust. 53 Section 5.02. Collections; Allocation. 56 Section 5.03. Certain Reimbursements to the Servicer. 56 Section 5.04. Additional Deposits. 57 Section 5.05. Reserve Account. 57 Section 5.06. Reserved. 58 Section 5.07. Reserved. 58
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Payment Upon Breach. 33 Section 3.03. Custody of Dealer Agreements, Purchase Agreements and Contract Files. 35 ARTICLE IV. ADMINISTRATION AND SERVICING OF LOANS AND CONTRACTS 37 Section 4.01. Appointment; Duties of Servicer. 37 Section 4.02. Collection and Application of Payments on the Loans and Contracts; Extensions and Amendments. 39 Section 4.03. Realization Upon Contracts. 39 Section 4.04. [Reserved]. 39 Section 4.05. Maintenance of Security Interests in Financed Vehicles. 39
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Payment Upon Breach. 40 Section 3.03. Custody of Dealer Agreements, Purchase Agreements and Contract Files. 42 ARTICLE IV. ADMINISTRATION AND SERVICING OF LOANS AND CONTRACTS 44 Section 4.01. Appointment; Duties of Servicer. 44 Section 4.02. Collection and Application of Payments on the Loans and Contracts; Extensions and Amendments. 46 Section 4.03. Realization Upon Contracts. 47 Section 4.04. [Reserved]. 47 Section 4.05. Maintenance of Security Interests in Financed Vehicles. 47 Section 4.06. Covenants of Servicer. 47 Section 4.07. Payments in Respect of Loans or Contracts Upon Breach. 52 Section 4.08. Servicer Fee. 53 Section 4.09. Servicer’s Certificate. 54
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Related to Payment Upon Breach

  • Repurchase upon Breach (a) The Seller, the Servicer or the Trustee, as the case may be, shall inform the other parties to this Agreement and the Indenture Trustee promptly, in writing, upon the discovery of any breach of the Seller’s representations and warranties made pursuant to Section 3.1 or Section 6.1, or CNHICA’s representations and warranties made pursuant to Section 3.2(b) of the Purchase Agreement. Unless a breach pursuant to the sections and documents referenced in the preceding sentence shall have been cured by the last day of the second Collection Period after such breach is discovered by the Servicer or the Trustee or in which the Trustee receives written notice from the Seller or the Servicer of such breach, the Seller shall be obligated, and, if necessary, the Seller or the Trustee shall enforce the obligation of CNHICA under the Purchase Agreement to repurchase any Receivable materially and adversely affected by any such breach as of such last day. As consideration for the repurchase of the Receivable, the Seller shall remit the Purchase Amount in the manner specified in Section 5.5; provided, however, that the obligation of the Seller to repurchase any Receivable arising solely as a result of a breach of CNHICA’s representations and warranties pursuant to Section 3.2(b) of the Purchase Agreement is subject to the receipt by the Seller of the Purchase Amount from CNHICA. Subject to the provisions of Section 6.3, the sole remedy of the Issuing Entity, the Trustee, the Indenture Trustee, the Noteholders or the Certificateholders with respect to a breach of the representations and warranties pursuant to Section 3.1 and the agreement contained in this Section shall be to require the Seller to repurchase Receivables pursuant to this Section, subject to the conditions contained herein, and to enforce CNHICA’s obligation to the Seller to repurchase such Receivables pursuant to the Purchase Agreement. (b) Upon the delivery by the Asset Representations Reviewer of a Review Report, the Servicer shall evaluate the findings contained in the Review Report and determine whether a breach of any of the representations and warranties made by the Seller and/or CNHICA has occurred and whether such breach requires the Seller and/or CNHICA to repurchase such Receivables pursuant to the provisions of this Section 3.2. (c) With respect to all Receivables purchased or repurchased by, or otherwise transferred to (including Liquidated Receivables transferred under Section 4.3, 4.6 and 9.1) CNHICA, the Servicer, the Seller or their Affiliate pursuant to this Agreement or the Purchase Agreement: (i) the Issuing Entity, the Seller and the Indenture Trustee shall sell, transfer, assign, set over and otherwise convey to CNHICA, the Servicer, the Seller or their Affiliate, as applicable, without recourse, representation or warranty, all of the Issuing Entity’s, the Seller’s and the Indenture Trustee’s right, title and interest in, to and under such Receivables, related Financed Equipment, and all other CNHCR Assets related thereto, including all security and documents relating thereto, and (ii) the Issuing Entity, the Seller, and the Indenture Trustee shall be deemed to have released any security interest and any other claim under this Agreement and the Basic Documents in such Receivables, related Financed Equipment, and all other CNHCR Assets related thereto, including all security and documents relating thereto, without any further act or deed, and such Receivables, related Financed Equipment, and all security and documents relating thereto will be free of the Grant contained in the Indenture.