Common use of Perfection Representations and Warranties Clause in Contracts

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.”

Appears in 17 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2023-C), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2023-C), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2023-B)

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Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 9 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2023-B), Indenture (Hyundai Auto Receivables Trust 2023-B), Indenture (Hyundai Abs Funding LLC)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.”

Appears in 4 contracts

Samples: Indenture (Hyundai Abs Funding LLC), Indenture (Hyundai Abs Funding LLC), Indenture (Hyundai Abs Funding LLC)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Lien Liens other than permitted liens Permitted Liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents Documents, (ii) pursuant to [__________] or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.”

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Abs Funding Corp)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.”

Appears in 3 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2022-C), Indenture (Hyundai Auto Receivables Trust 2022-B), Indenture (Hyundai Auto Receivables Trust 2022-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunder.Person. 64 (2021-B Indenture) (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2021-B), Indenture (Hyundai Auto Receivables Trust 2021-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents Documents, (ii) pursuant to the Amended and Restated Loan and Security Agreement, dated as of May 10, 2012, among Hyundai HK Funding, LLC, as the borrower, Hyundai Capital America, as the servicer, each of the commercial paper conduits from time to time party thereto, as the conduit lenders, each of the financial institutions from time to time party thereto, as the committed lenders, each of the financial institutions from time to time party thereto, as the group agents and JPMorgan Chase Bank, N.A., as the administrative agent, on behalf of the secured parties, as the same may be further amended, restated, supplemented or otherwise modified from time to time or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2016-A Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2016-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2022-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2022-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2022-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this Agreement.Indenture. 63 (2018-B Indenture) (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2018-B), Indenture (Hyundai Auto Receivables Trust 2018-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2018-A Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2018-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the Depositor.Issuer. 66 (2024-C Indenture) (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2024-C), Indenture (Hyundai Auto Receivables Trust 2024-C)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2017-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2017-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2017-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2016-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2016-B), Sale and Servicing Agreement (Hyundai Abs Funding LLC)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. 64 (2020-B Indenture) (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2020-B), Indenture (Hyundai Auto Receivables Trust 2020-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the Depositor.Issuer. 63 (2017-B Indenture) (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2017-B), Indenture (Hyundai Auto Receivables Trust 2017-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents Documents, (ii) pursuant to the Amended and Restated Loan and Security Agreement, dated as of May 10, 2012, among Hyundai HK Funding, LLC, as the borrower, Hyundai Capital America, as the servicer, each of the commercial paper conduits from time to time party thereto, as the conduit lenders, each of the financial institutions from time to time party thereto, as the committed lenders, each of the financial institutions from time to time party thereto, as the group agents and JPMorgan Chase Bank, N.A., as the administrative agent, on behalf of the secured parties, as amended from time to time or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.”

Appears in 2 contracts

Samples: Indenture (Hyundai Abs Funding LLC), Indenture (Hyundai Auto Receivables Trust 2016-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. 61 (2020-C Indenture) (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2020-C), Indenture (Hyundai Auto Receivables Trust 2020-C)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. 63 (2020-A Indenture) (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2020-A), Indenture (Hyundai Auto Receivables Trust 2020-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2024-A Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-A), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2020-C Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2020-C), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2020-C)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2018-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2018-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2018-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged. 66 (2024-A Indenture)

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2024-A), Indenture (Hyundai Auto Receivables Trust 2024-A)

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Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the Depositor.Issuer. 62 (2017-A Indenture) (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Abs Funding LLC), Indenture (Hyundai Auto Receivables Trust 2017-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged. 66 (2023-A Indenture)

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2023-A), Indenture (Hyundai Auto Receivables Trust 2023-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the Depositor.Issuer. 66 (2024-B Indenture) (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2024-B), Indenture (Hyundai Auto Receivables Trust 2024-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged. 66 (2023-C Indenture)

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2023-C), Indenture (Hyundai Auto Receivables Trust 2023-C)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this Agreement.Indenture. 62 (2016-B Indenture) (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 2 contracts

Samples: Indenture (Hyundai Auto Receivables Trust 2016-B), Indenture (Hyundai Abs Funding LLC)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2017-A Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2017-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2020-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2020-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2020-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2024-B Sale and Servicing Agreement)

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-B), Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2024-B)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.”

Appears in 1 contract

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2022-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents Documents, (ii) pursuant to the [___________] or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 1 contract

Samples: Indenture (Hyundai Abs Funding Corp)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.” 4 (2022-C Sale and Servicing Agreement)

Appears in 1 contract

Samples: Sale and Servicing Agreement (Hyundai Auto Receivables Trust 2022-C)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents Documents, (ii) pursuant to the [___________] or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged.

Appears in 1 contract

Samples: Indenture (Hyundai Abs Funding LLC)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets Collateral under this Agreement Indenture is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor Issuer makes the following representations and warranties on which the Issuer Indenture Trustee is relying in purchasing the Conveyed Assetsrelying. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment pledge of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof Collateral to the Indenture Trustee pursuant to the this Indenture: (a) This Agreement Indenture creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets Collateral in favor of the IssuerIndenture Trustee, which security interest is prior to all other Liens other than Permitted Liens permitted liens and any Lien that will be released prior to the assignment hereunderpledge hereof, and is enforceable as such against creditors of and purchasers from the DepositorIssuer. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this the Sale and Servicing Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and Lien of any Lien that will be released prior to the assignment hereunderPerson. (d) Each Trust Account constitutes either a “deposit account” or a “securities account” within the meaning of the UCC. (e) The Depositor Issuer has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing filling office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets Collateral granted to the Issuer Indenture Trustee under this AgreementIndenture. (ef) Other than the security interest granted to the Issuer Indenture Trustee pursuant to this AgreementIndenture, the Depositor Issuer has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor Issuer has not authorized the filing of and is not aware of any financing statements against the Depositor Issuer that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer Indenture Trustee under this AgreementIndenture. The Depositor Issuer is not aware of any judgment or tax lien filings against the DepositorIssuer. (fg) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the IssuerIndenture Trustee, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee Issuer in accordance with the Basic Documents or (ii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor Issuer in favor of the Issuer Indenture Trustee in connection with this Agreement Indenture describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing AgreementIndenture, will violate the rights of the IssuerIndenture Trustee.” Notwithstanding anything herein to the contrary, the representations and warranties set forth in this Section 11.21 shall remain in full force and effect until such time as all Obligations hereunder have been finally paid and performed and this Indenture shall be discharged. 66 (2022-A Indenture)

Appears in 1 contract

Samples: Indenture (Hyundai Auto Receivables Trust 2022-A)

Perfection Representations and Warranties. If the transfer of the Conveyed Assets under this Agreement is determined to be a pledge relating to a financing or is determined not to be an absolute sale and assignment, the Depositor makes the following representations and warranties on which the Issuer is relying in purchasing the Conveyed Assets. The representations and warranties are made as of the Closing Date, but shall survive the sale, transfer and assignment of the Conveyed Assets by the Depositor to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture: (a) This Agreement creates a valid and continuing security interest (as defined in the applicable UCC) in the Conveyed Assets in favor of the Issuer, which security interest is prior to all other Liens other than Permitted Liens and any Lien that will be released prior to the assignment hereunder, and is enforceable as such against creditors of and purchasers from the Depositor. (b) Each Receivable constitutes either “tangible chattel paper” or “electronic chattel paper” within the meaning of the UCC as in effect in the state of origination. (c) Immediately upon the transfer thereof from the Depositor to the Issuer pursuant to this Agreement, the Issuer shall have good and marketable title to each Receivable, free and clear of any Liens other than permitted liens and any Lien that will be released prior to the assignment hereunder. (d) The Depositor has caused, or will have caused, within ten days of the Closing Date, the filing of all appropriate financing statements in the proper filing office in the appropriate jurisdiction under the applicable UCC in order to perfect the security interest in the Conveyed Assets granted to the Issuer under this Agreement. (e) Other than the security interest granted to the Issuer pursuant to this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral describing the Receivables other than any financing statement relating to the security interest granted to the Issuer under this Agreement. The Depositor is not aware of any judgment or tax lien filings against the Depositor. (f) The Contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Issuer, except for such marks or notations indicating that they have been pledged, assigned or otherwise conveyed (i) to the Depositor or the Indenture Trustee in accordance with the Basic Documents Documents, (ii) pursuant to [__________] or (iiiii) to HCA in accordance with Dealer Agreements. All financing statements filed or to be filed against the Depositor in favor of the Issuer in connection with this Agreement describing the Receivables contain a statement to the following effect: “A purchase of or security interest in any collateral described in this financing statement, except as provided in the Sale and Servicing Agreement, will violate the rights of the Issuer.”

Appears in 1 contract

Samples: Sale and Servicing Agreement (Hyundai Abs Funding LLC)

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