Purchase and Contribution. Transferor agrees to contribute and Transferee agrees to acquire the Property for the Purchase Price.
Purchase and Contribution. Agreement to Sell and Transfer Transaction SUBI 2 SECTION 2.2 Consideration and Payment 3 SECTION 2.3 Representations and Warranties 3 SECTION 2.4 Protection of Title 4 SECTION 2.5 Other Adverse Claims or Interests 5 ARTICLE III MISCELLANEOUS
Purchase and Contribution. (a) Subject to and on the terms and conditions set forth herein, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, as a contribution of capital to National Financial, all of its right, title and interest in and to (i) the Receivables identified on the Receivables Schedule attached hereto as Schedule 1 and all monies received thereon on or after the Initial Cut-off Date (including amounts due on or before the Initial Cut-off Date but received by NAFI on or after the Initial Cut-off Date) and (ii) the other Receivable Assets related thereto.
(b) Pursuant to and in connection with the transfer of certain retail installment sale contracts or promissory notes or other financing documents for a new or used motor vehicles and certain other property related thereto by Bankers Trust Company ("Bankers Trust"), as trustee of the National Financial Auto Receivables Master Trust (the "Master Trust"), to National Financial Auto Funding Trust II, a Delaware business trust ("Funding Trust II"), under the Assignment Agreement dated as of December 15, 1997 (the "Assignment Agreement"), between Bankers Trust and Funding Trust II, and by Funding Trust II to National Financial under the Sale Agreement dated as of December 15, 1997 (the "Sale Agreement") between Funding Trust II and National Financial, NAFI hereby transfers, conveys and assigns, without recourse except as expressly set forth herein, all of NAFI's rights against Dealers under the Dealer Agreements and Originators under the Originator Agreements with respect to such retail installment sales contracts, promissory notes or other financing documents, to the extent such rights have not been previously conveyed by NAFI to Funding Trust II and by Funding Trust II to the Master Trust.
(c) Subject to and on the terms and conditions set forth herein, NAFI hereby agrees to sell, transfer, convey and assign, without recourse except as expressly provided herein, all of its right, title and interest in and to the Receivable Assets to National Financial on each Subsequent Transfer Date. National Financial agrees to pay to NAFI on each Subsequent Transfer Date as the purchase price (the "Purchase Price") for the Receivable Assets sold hereunder on such date an amount equal to 100% of the Aggregate Principal Balance of the Receivables included in such Receivable Assets as of the related Cut-off Date.
(d) NAFI may from time to time during the term of this Agreement and in its sole ...
Purchase and Contribution. 8 2.2 Due Diligence Period . . . . . . . . . . . . . . . . . . . . . . 8 2.3 Payment of Base Purchase Price . . . . . . . . . . . . . . . . . 10
Purchase and Contribution. 2 SECTION 2.1 Agreement to Sell and Contribute......................... 2 SECTION 2.2 Consideration and Payment................................ 2 SECTION 2.3 Representations, Warranties and Covenants................ 3 SECTION 2.4 Subordinated Note........................................ 5 SECTION 2.5 Protection of Title...................................... 5 SECTION 2.6 Other Adverse Claims or Interests........................ 6
Purchase and Contribution. 2 SECTION 2.1 Agreement to Sell and Transfer Transaction SUBI.......... 2 SECTION 2.2 Consideration and Payment................................ 3 SECTION 2.3
Purchase and Contribution. In consideration of the sale, assignment and transfer of the Receivable Assets sold to the Buyer on any Transfer Date, the Buyer shall pay to the Originator on such Transfer Date the Purchase Price with respect thereto by (i) making a cash payment to the Originator from the proceeds of any Cash Purchase Price the Buyer has received on such Transfer Date pursuant to the Receivables Purchase Agreement and/or any other cash available to the Buyer after giving effect to the application of Section 3.1(d) of the Receivables Purchase Agreement on such Transfer Date (up to an amount, collectively, not exceeding the Aggregate Purchase Price), and (ii) if the Aggregate Purchase Price to be paid for such Receivable Assets exceeds the amount of any cash payment for the account of the Originator on such day pursuant to clause (i) of this Section 2.2, such excess shall be deemed automatically to have been contributed by the Originator to the Buyer as a capital contribution without any further action by the parties.
Purchase and Contribution. Section 1.1 Section 1.2 Section 1.3 Section 1.4 Section 1.5 Section 1.6 Purchase of Receivables Payment for the Purchases Deemed Collections Payments and Computations, Etc. Intention of the Parties Characterization
Purchase and Contribution. 1 Section 1.1 Contribution of Contributed Interest............................................................1 Section 1.2 Purchase of the Receivable Interest.............................................................2 Section 1.3 Payment of the Purchase Price...................................................................2 Section 1.4 Deemed Collections..............................................................................3 Section 1.5 Payments and Computations, Etc..................................................................3 Section 1.6 Intention of the Parties........................................................................3
Purchase and Contribution. 2
SECTION 2.1 Agreement to Sell and Contribute 2 SECTION 2.2 Consideration and Payment 3 SECTION 2.3 Representations, Warranties and Covenants 3
SECTION 2.4 RESERVED 5
SECTION 2.5 Protection of Title 5
SECTION 2.6 Other Adverse Claims or Interests 6
