Common use of Release of Collateral; No Legal Title Clause in Contracts

Release of Collateral; No Legal Title. (a) At the same time as any Receivable (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account, the Administrative Agent will, automatically release its interest in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the sale or other disposition of the related property into the Collection Account, the Administrative Agent will, at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such property; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other disposition.

Appears in 8 contracts

Samples: Credit Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.)

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Release of Collateral; No Legal Title. (a) At the same time as any Receivable (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account, the Administrative Agent will, will automatically release its interest in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the sale or other disposition of the related property into the Collection Account, the Administrative Agent will, at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such property; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other disposition.

Appears in 5 contracts

Samples: Credit Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.)

Release of Collateral; No Legal Title. (a) At the same time as any Receivable (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account, the Administrative Agent will, automatically to the extent requested by the Servicer, release its interest in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the sale or other disposition of the related property into the Collection Account, the Administrative Agent will, at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such property; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other disposition.

Appears in 4 contracts

Samples: First Tier Purchase Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.), Credit Agreement (Regional Management Corp.)

Release of Collateral; No Legal Title. (a) At the same time as any Receivable (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection Account, the Administrative Agent will, automatically release its Agent’s interest in such Receivable, the related Contract and the related CollateralCollateral will be automatically released. In connection with any sale of any property on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the sale or other disposition of the related property into the Collection Account, the Administrative Agent will, at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such property; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other disposition.

Appears in 1 contract

Samples: Credit Agreement (Regional Management Corp.)

Release of Collateral; No Legal Title. (a) At the same time as any Receivable (i) Receivable expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into in the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related [***] Redacted for confidentiality purposes Obligor and deposited into in the Collection Account, the Administrative Agent will, automatically to the extent requested by the Servicer, release its interest in such Receivable, the related Contract Receivable and the related Collateral. In connection with any sale of any property a related Financed Vehicle on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivableabove, after the deposit by the Servicer of the proceeds of the such sale or other disposition of the related property into the Collection Account, the Administrative Agent will, will at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such propertyFinanced Vehicle; provided, that the Administrative Agent will not make any no representation or warranty, express or implied, with respect to any such property Financed Vehicle in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) the Servicing Agreement with respect to the proceeds of any such sale or other dispositionsale.

Appears in 1 contract

Samples: Loan and Security Agreement (Carvana Co.)

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Release of Collateral; No Legal Title. (a) At the same time as any Receivable Contract (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into in the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into in the Collection Account, the Administrative Agent will, automatically to the extent requested by the Servicer, release its interest in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property a Financed Vehicle on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the such sale or other disposition of the related property into the Collection AccountAccount within two Business Days of receipt, the Administrative Agent will, will at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such propertythe related Financed Vehicle; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property Financed Vehicle in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other dispositionsale.

Appears in 1 contract

Samples: Loan and Security Agreement (DT Acceptance Corp)

Release of Collateral; No Legal Title. (a) At the same time as any Receivable Contract (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into in the Collection Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into in the Collection Account, the Administrative Agent will, automatically to the extent requested by the Servicer, release its interest in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property a Financed Vehicle on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivable, after the deposit by the Servicer of the proceeds of the such sale or other disposition of the related property into the Collection Account, the Administrative Agent will, at the sole expense of the Servicer, execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such propertyFinanced Vehicle; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property Financed Vehicle in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(c) or 7.03(d) with respect to the proceeds of any such sale or other dispositionsale.

Appears in 1 contract

Samples: Warehouse Agreement (Flagship Credit Corp.)

Release of Collateral; No Legal Title. (a) At the same time as any Contract relating to a Receivable (i) expires by its terms and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection in either Account or (ii) has been prepaid in full and all amounts in respect thereof have been paid by the related Obligor and deposited into the Collection in either Account, the Administrative Agent will, automatically to the extent requested by the Servicer, promptly release its interest and Lien in such Receivable, the related Contract and the related Collateral. In connection with any sale of any property the related Financed Vehicle on or after the occurrence of an event described in clauses (i) or (ii) above or in connection with a Defaulted Receivableabove, after the deposit by the Servicer of the proceeds of the such sale or other disposition of the related property into the Collection either Account, the Administrative Agent will, at the sole expense of the Servicer, promptly execute and deliver to the Servicer any assignments, bills of sale, termination statements, payoff letters statements and any other releases and instruments as the Servicer may reasonably request in order to effect the release and transfer of such propertyFinanced Vehicle; provided, that the Administrative Agent will not make any representation or warranty, express or implied, with respect to any such property Receivable, Financed Vehicle and all related Collateral in connection with such sale or transfer and assignment. Nothing in this Section shall diminish the Servicer’s obligations pursuant to Section 7.03(cSections 7.03(c)(iii) or and 7.03(d) with respect to the proceeds of any such sale or other dispositionsale.

Appears in 1 contract

Samples: Warehouse Agreement (Vroom, Inc.)

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