Common use of Purchases; Other Payments Clause in Contracts

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator in Sections 2.04, 2.05(b) and 2.08 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator (other than any such action or inaction of the Originator, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator is given notice thereof by the Issuer or the Trustee or the date on which the Originator otherwise first has notice thereof, the Originator will purchase such Lease and related Equipment interests by paying to the Servicer for deposit into the Collection Account, not later than the second Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments or Termination Payments under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree to obtain and provide to the Trustee UCC searches against each of them from the appropriate filing offices in Georgia confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset Pool. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such Equipment.

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator in Sections 2.04, 2.05(b) and 2.08 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator (other than any such action or inaction of the Originator, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator is given notice thereof by the Issuer or the Trustee or the date on which the Originator otherwise first has notice thereof, and the Originator shall not have substituted one or more Substitute Leases therefor in accordance with Section 11.01(a) hereof, the Originator will purchase such Lease and related Equipment interests by paying to the Servicer for deposit into the Collection Account, not later than the second Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments or Termination Payments under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree to obtain and provide to the Trustee UCC searches against each of them from the appropriate filing offices in Georgia and Delaware confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset Pool. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such EquipmentEquipment and such Leases and Equipment shall be released from the Lien of the Indenture.

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator Transferor in Sections 2.04, 2.05(b) 2.04 and 2.08 2.05 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, be or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator Transferor (other than any such action or inaction of the OriginatorTransferor, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator Transferor and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator Transferor is given notice thereof by the Issuer or the Trustee or the date on which the Originator Transferor otherwise first has notice thereof, the Originator Transferor will purchase such Lease and related the Equipment interests subject thereto by paying to the Servicer for deposit into the Collection AccountTrustee, not later than the second third Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i4.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator Transferor shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 4.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.044.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments Payments, Termination Payment or Termination Payments Booked Residual Value under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree Transferor agrees to obtain and provide to the Trustee UCC searches against each of them it from the appropriate central filing offices in Georgia New Jersey confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them the Transferor with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller Transferor or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset Pool. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such Equipment.secured

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator in Sections 2.04, 2.05(b) and 2.08 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator (other than any such action or inaction of the Originator, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator is given notice thereof by the Issuer or the Trustee or the date on which the Originator otherwise first has notice thereof, and the Originator shall not have substituted one or more Substitute Leases therefor in accordance with Section 11.01(a) hereof, the Originator will purchase such Lease and related Equipment interests by paying to the Servicer for deposit into the Collection Account, not later than the second Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments or Termination Payments under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree to obtain and provide to the Trustee UCC searches against each of them from the appropriate filing offices in Georgia confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset Pool. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such EquipmentEquipment and such Leases and Equipment shall be released from the Lien of the Indenture.

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator Transferor in Sections 2.04, 2.05(b) 2.04 and 2.08 2.05 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, be or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator Transferor (other than any such action or inaction of the OriginatorTransferor, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator Transferor and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator Transferor is given notice thereof by the Issuer or the Trustee or the date on which the Originator Transferor otherwise first has notice thereof, the Originator Transferor will purchase such Lease and related the Equipment interests subject thereto by paying to the Servicer for deposit into the Collection AccountTrustee, not later than the second third Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i4.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator Transferor shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 4.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.044.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments Payments, Termination Payment or Termination Payments Booked Residual Value under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree Transferor agrees to obtain and provide to the Trustee UCC searches against each of them it from the appropriate central filing offices in Georgia New Jersey confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them the Transferor with respect to the Leases (including the right to receive all payments due or to become due thereunderthereunder other than payments due or to become due in April 2000) and the Equipment, other than those naming the Seller Transferor or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail Transferor fails to provide any such searches required by the preceding sentence of this Section 5.04(b4.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator Transferor shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to of Equipment in any such state for which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The OriginatorTransferor's obligations under this Section 5.04 4.04 are the full recourse obligations of the Originator Transferor and shall in no way be limited or discharged by the application of any funds constituting part of the Asset PoolTrust Estate. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such Equipment.

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator Transferor in Sections 2.04, 2.05(b) 2.04 and 2.08 2.05 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect as of the Issuance Date or related transfer date, as the case may be, be or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator Transferor (other than any such action or inaction of the OriginatorTransferor, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator Transferor and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 days after the earlier of the date on which the Originator Transferor is given notice thereof by the Issuer or the Trustee or the date on which the Originator Transferor otherwise first has notice thereof, the Originator Transferor will purchase such Lease and related the Equipment interests subject thereto by paying to the Servicer for deposit into the Collection AccountTrustee, not later than the second third Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i4.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator Transferor shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 4.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.044.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments Payments, Termination Payment or Termination Payments Booked Residual Value under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree to obtain and provide to the Trustee UCC searches against each of them from the appropriate filing offices in Georgia confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset Pool. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such Equipment.

Purchases; Other Payments. (a) In the event that (i) any of the representations or warranties made by the Originator in Sections 2.04, 2.05(b) 2.04 and 2.08 2.05 hereof with respect to any of the Leases or the Equipment subject thereto proves at any time to have been inaccurate in any material respect respect, thus, causing a breach of such representation or warranty to occur, as of the Issuance Date or related transfer date, as the case may be, be which breach has not been cured or corrected within [30] days after the earlier of the date on which the Originator is given notice thereof by the Issuer or Trustee or the date on which the Originator otherwise first discovers such breach (each such lease a "Warranty Lease") or (ii) any Lease shall be terminated in whole or in part by a Lessee, or any amounts due with respect to any Lease shall be reduced or impaired, as a result of (x) any action or inaction by the Originator (other than any such action or inaction of the Originator, when acting as Servicer, in connection with the enforcement of any Lease in a manner consistent with the provisions of this Assignment and Servicing Agreement) or (y) any claim by any Lessee against the Originator and, in any such case, the event or condition causing such inaccuracy, termination, reduction, impairment or claim shall not have been cured or corrected within 30 [30] days after the earlier of the date on which the Originator is given notice thereof by the Issuer or the Trustee or the date on which the Originator otherwise first has notice thereof, the Originator will purchase such Warranty Lease, Lease and related the Equipment interests subject thereto by paying to the Servicer for deposit into the Collection AccountTrustee, not later than the second third Business Day after the Determination Date next following the expiration of such 30-day period with respect to the events referenced in Section 5.04(a)(i) and (ii), an amount equal to the Lease Purchase Amount, and simultaneously with such purchase, the Originator shall reimburse the Servicer for all amounts, if any, theretofore advanced by the Servicer pursuant to Section 5.01 with respect to such Lease. Without limiting the generality of the foregoing, it is agreed and understood that for purposes of this Section 5.04, any inaccuracy in any representation or warranty with respect to (i) the priority of the Lien of the Indenture with respect to any Lease or (ii) the amount (if less than represented) of the Lease Payments, Casualty Payments Payments, Termination Payment or Termination Payments Booked Residual Value under any Lease shall be deemed to be material. (b) By the Issuance Date, the Originator and the Seller agree agrees to obtain and provide to the Trustee UCC searches against each of them it from the appropriate central filing offices in Georgia [Georgia] confirming the absence of any UCC filings (other than those in the process of being released pursuant to releases delivered on the Issuance Date) against either of them the Originator with respect to the Leases (including the right to receive all payments due or to become due thereunder) and the Equipment, other than those naming the Seller or the Issuer as the owner of the Leases or the Trustee as secured party. In the event the Originator and Seller fail fails to provide any such searches required by the preceding sentence of this Section 5.04(b) within the required time period or any search reveals the existence of any conflicting Liens (which are not removed within 30 days of receipt of such search), the Originator shall be required to purchase not later than the third Business Day after the Determination Date following the expiration of the time period during which such search was to be obtained or such Lien released, as the case may be, any Lease as to of Equipment in any such state for which such searches are not provided or with respect to which conflicting Liens with respect thereto or any related Equipment are found to exist at the Lease Purchase Amount for such Lease. (c) The Originator's obligations under this Section 5.04 are the full recourse obligations of the Originator and shall in no way be limited or discharged by the application of any funds constituting part of the Asset PoolTrust Estate. (d) In connection with any purchase of Leases and Equipment interests pursuant to this Section 5.04, the Originator may reacquire from the Seller the ownership interest of the Seller in such Equipment.