Purchase and Sale of Contracts. A. From time to xxxx Xxxxxx may offer for sale to Pinnacle Contracts originated by Seller and Pinnacle may purchase from Seller all of Seller’s rights, title and interest in and to such Contracts and which are in substance acceptable to Pinnacle and consistent with the Credit Policy. Neither this Agreement nor any past conduct between Pinnacle and Seller shall obligate Pinnacle to purchase any Contract from Seller or obligate Seller to offer any Contract for sale to Pinnacle.
B. When Seller desires to offer a Contract for sale to Pinnacle, or submit to Pinnacle an Application for consideration and approval, Seller will contact Pinnacle and provide Pinnacle with such information which Pinnacle determines it needs in order to decide whether to purchase the Contract or accept the Application. All Contracts and Applications submitted by Seller for Pinnacle’s consideration shall be in writing and submitted in accordance with the policies and procedures established by Pinnacle and Seller from time to time. Pinnacle will use its best efforts to communicate promptly to Seller its acceptance or rejection of a Contract offered for sale or Application presented for consideration, but in any case, Pinnacle will communicate its response to Seller within two (2) Business Days. Pinnacle’s issuance of an approval number shall not be deemed to be acceptance of a contract for purchase. Acceptance of such contract shall occur only at such time as Pinnacle receives and approves the related Contract File.
C. Upon Pinnacle’s acceptance of an offer to purchase a Contract, Seller shall within three (3) Business Days or less after Pinnacle’s acceptance of such Contract, assign such Contract to Pinnacle, and deliver the Contract File to Pinnacle. Pinnacle and Seller acknowledge that the original Lien Certificate for the Financed Vehicle naming Pinnacle as first lien holder, and other documents to be included in the Contract File, may not always be available to deliver to Pinnacle within three (3) Business Days after Pinnacle agrees to purchase a Contract. Accordingly, if Seller does not have the original Lien Certificate naming Pinnacle as the first lien holder on the related Financed Vehicle, or other information in the Contract File to deliver to Pinnacle within three (3) Business Days after Pinnacle’s acceptance of such Contract, Seller shall diligently take all reasonable and necessary efforts to obtain such missing Contract File information (including processing and filing all...
Purchase and Sale of Contracts. At the Closing Date, Seller shall sell, transfer, assign and deliver to Purchaser, and Purchaser shall purchase, accept, and receive from Seller, a Pool of Contracts, subject to the terms of this Agreement. At any time after the Closing Date, Seller may, from time to time, submit additional Contracts or Pools of Contracts to Purchaser for purchase in accordance with, and subject to, the terms and provisions of this Agreement.
Purchase and Sale of Contracts. Subject to the terms and conditions set forth herein, CAC hereby agrees to sell, and Green Tree hereby agrees to purchase from CAC, all of the Manufactured Housing Retail Finance Contracts (including all related lien perfection instruments, guaranties, dealer agreements and related loan documents) presently held by CAC set forth on Schedule 1 hereto (the "Contracts Sold Hereunder"), except that Green Tree does not agree hereby to purchase any of the Carved-Out CAC Loans. The conveyance of the Contracts Sold Hereunder shall be consummated effective as of June 30, 1999; provided that all conditions precedent specified in Exhibit X hereto are satisfied (the "Consummation Date"). The Parties hereto agree that, unless otherwise designated by Green Tree, the purchaser of Contracts Sold Hereunder which were originated in Nevada shall be GTFC, the purchaser of Contracts Sold Hereunder which were originated in Pennsylvania shall be GTCDC, the purchaser of Contracts Sold Hereunder which were originated in New York shall be GTCC, the purchaser of Contracts Sold Hereunder which were originated in Alabama shall be GTFCA and the purchaser of Contracts Sold Hereunder which were originated in Minnesota shall be GTFLC.
Purchase and Sale of Contracts. A. From time to time after the date of this Agreement, in Buyer's sole discretion, Buyer and Seller may enter into one or more Contract Sales in accordance with the terms and conditions set forth in this Agreement. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to enter into any Contract Sale hereunder. The aggregate Principal Balance of Contracts purchased hereunder and held by Buyer at any given time shall not exceed $50,000,000.00. All Contracts sold hereunder shall be of a nature and quality acceptable to Buyer in its sole discretion.
B. Subject to the terms and conditions set forth in this Agreement, on the Closing Date of any Contract Sale hereunder, Seller agrees to convey, sell, assign, transfer and deliver to Buyer, with Recourse, all of Seller's right, title and interest in the Contracts described in the relevant Schedule of Contracts, in exchange for payment by Buyer to Seller of the relevant Purchase Price in cash, or immediately available funds. Buyer agrees to accept from Seller as of each such Closing Date, all of Seller's right title, and interest in such Contracts with Recourse to Seller. Seller and Buyer intend that the sale of the Contracts will constitute a sale of each Contract.
C. On each Closing Date, Buyer agrees to pay Seller the relevant Purchase Price. Buyer and Seller agree that the consideration payable by Buyer to Seller for the Contracts in any Contract Sale shall constitute reasonably equivalent value and fair consideration for the Contracts and such consideration shall be based on terms consistent with an arms-length transaction.
D. Seller shall retain servicing on the Contracts for an annual fee payable by Buyer of 125 basis points on the Principal Balance of outstanding Contracts purchased hereunder, as set forth in the Servicing Agreement.
E. All sales, transfer, documentary stamp, recording and other similar taxes and/or fees which may be due or payable in conjunction with this sale shall be borne by, Seller. Buyer will be responsible for any expense related to change of lien holder.
Purchase and Sale of Contracts. Section 2.01 Purchase and Sale of Contracts, Certificates and Other Assets.
Section 2.02 Closing the Purchase and Sale.
Section 2.03 Deliverables at the Closing.
Purchase and Sale of Contracts. Subject to the terms and conditions herein, CAC hereby agrees to sell, and Green Tree hereby agrees to purchase from CAC, all of the Manufactured Housing Retail Finance Contracts (including all related lien perfection instruments, guaranties, dealer agreements and related loan documents) presently held by CAC which were first purchased by or originated by CAC after December 31, 1995 and before February 28, 1998, and set forth on Schedule 1 hereto (the "Contracts Sold Hereunder"), except that Green Tree does not agree hereby to purchase any of the Carved-Out CAC Loans, and any CAC Loans originated by CAC on and after the Effective Date of the Financing Alliance Agreement shall be sold to Green Tree pursuant to Article 3 of the Financing Alliance Agreement rather than pursuant to this Agreement. The conveyance of the Contracts Sold Hereunder shall be consummated on March 13, 1998; provided that all conditions precedent specified in Exhibit X hereto are satisfied (the "Consummation Date").
Purchase and Sale of Contracts. The Buyer will purchase the Assigned Contracts listed on Schedule 1.1 from the Seller, and the Seller will sell, assign and deliver all of its right, title and interest in the Assigned Contracts to the Buyer, for the consideration specified in Section 1.3.
Purchase and Sale of Contracts. A. Subject to the terms and conditions set forth in this Agreement, on the Closing Date, Seller agrees to convey, sell, assign, transfer and deliver to Buyer, without recourse, all of Seller's right, title and interest in the Contracts described in the Schedule of Contracts, in exchange for payment by Buyer to Seller of the Purchase Price. Buyer agrees to accept from Seller as of the Closing Date, all of Seller's right title, and interest in the Contracts without recourse to Seller. Seller and Buyer intend that the sale of the Contracts will constitute a sale of each Contract.
B. On the Closing Date, Buyer agrees to pay Seller the Purchase Price, $28,618,549.57 of which shall be paid by wire transfer of immediately available funds and the remainder of which shall be paid by delivery of a Convertible Promissory Note in the original principal amount of $7,279,535.88, which shall be convertible at any time at Seller's option into a preferred equity interest of Buyer's subsidiary, Origen Securitization Company LLC, on terms mutually agreeable to the parties. The consideration payable by Buyer to Seller for the Contracts constitutes reasonably equivalent value and fair consideration for the Contracts and such consideration is based on terms consistent with an arms-length transaction.
C. All sales, transfer, documentary stamp, recording and other similar taxes and/or fees which may be due or payable in conjunction with this sale shall be borne by, Seller. Buyer will be responsible for any expense related to change of lien holder.
Purchase and Sale of Contracts. (a) On the Closing Date, and simultaneously with the transactions to be consummated pursuant to the Trust Agreement, the Sale and Servicing Agreement and the Indenture, the Seller shall irrevocably sell, transfer, assign and otherwise convey to the Purchaser, without recourse (subject to the obligations herein), all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the following:
(i) the Contracts;
(ii) all amounts received on or in respect of the Contracts after the Cutoff Date;
(iii) the security interests in the Financed Vehicles;
(iv) any proceeds from claims on or refunds of premiums with respect to physical damage, theft, credit life and credit disability insurance policies relating to the Financed Vehicles or the related Obligors;
(v) the Contract Files; and
(vi) all present and future claims, demands, causes of action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing.
(b) The Seller and the Purchaser intend that the transfer of the Contracts and the related property contemplated by Section 2.1(a) constitute a sale of the Contracts and such related property, conveying good title to the Contracts and such related property, from the Seller to the Purchaser and that the Contracts and such related property not be part of the Seller's estate in the event of the filing of a bankruptcy petition by or against the Seller under any bankruptcy law. If such transfer is deemed to be a pledge to secure the payment of the Purchase Price, however, the Seller hereby grants to the Purchaser a first priority security interest in all of the Seller's right, title and interest in, to and under the Contracts and such related property, and all proceeds thereof, to secure the payment of the Purchase Price, and in such event, this Agreement shall constitute a security agreement under applicable law.
Purchase and Sale of Contracts. Dealer may, from time to time, submit Credit Applications to NSF for NSF to evaluate for purposes of making an offer to purchase the related Contract. Dealer is not obligated to submit any Credit Applications to NSF, and NSF is not obligated to offer to purchase or purchase any Contract from Dealer. The Contracts will arise from the sale of Vehicles and Additional Products on credit by Dealer.
