Release of Receivables. (a) Upon repurchase of any Receivable by the Seller pursuant to Section 3.02 or by the Servicer pursuant to Section 4.06 or Section 9.01, the Issuer and the Indenture Trustee on behalf of the Noteholders, shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Seller or the Servicer, as the case may be, all right, title and interest of the Issuer in, to and under such repurchased Receivable, all monies due or to become due with respect thereto and all proceeds thereof and the other property conveyed to the Issuer hereunder pursuant to Section 2.01 with respect to such Receivable, and all security and any records relating thereto, such assignment being an assignment outright and not for security; and the Seller or the Servicer, as applicable, shall thereupon own each such Receivable, and all such related security and records, free of any further obligation to the Issuer, the Owner Trustee, the Certificateholders, the Indenture Trustee or the Noteholders with respect thereto.
(b) The Issuer and Indenture Trustee shall execute such documents and instruments of transfer and assignment and take such other actions as shall be reasonably requested by the Seller or the Servicer, as the case may be, to effect the conveyance of such Receivable pursuant to Sections 3.02, 4.06 and 9.02.
Release of Receivables. (a) Upon repurchase of any Receivable by NMAC pursuant to Section 4.3 of the Purchase Agreement or repurchase of any Receivable by the Servicer pursuant to Section 4.06 or Section 9.01, the Issuer and the Indenture Trustee on behalf of the Noteholders, shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to NMAC or the Servicer, as the case may be, all right, title and interest of the Issuer in, to and under such repurchased Receivable, all monies due or to become due with respect thereto and all proceeds thereof and the other property conveyed to the Issuer hereunder pursuant to Section 2.01 with respect to such Receivable, and all security and any records relating thereto, such assignment being an assignment outright and not for security; and NMAC or the Servicer, as applicable, shall thereupon own each such Receivable, and all such related security and records, free of any further obligation to the Issuer, the Owner Trustee, the Certificateholders, the Indenture Trustee or the Noteholders with respect thereto. 53 (NAROT 2023-B Sale and Servicing Agreement)
(b) The Issuer and Indenture Trustee shall execute such documents and instruments of transfer and assignment and take such other actions as shall be reasonably requested by NMAC or the Servicer, as the case may be, to effect the conveyance of such Receivable pursuant to Section 4.3 of the Purchase Agreement or Sections 4.06 and 9.02.
Release of Receivables. On any Business Day, provided that no Termination Event, Amortization Event or Wind-Down Event shall have occurred, the Debtor shall have the right to require the Collateral Agent to release all of the Collateral Agent's right, title and interest in and to all or certain specified Receivables on the terms and conditions set forth herein (the effective date of any such release, the "REMOVAL DATE"). It shall be a condition precedent to any such release that (i) after giving effect to any such release, the Net Investment shall not exceed the Noteholder's Percentage of the Borrowing Base, such determination to be based on the most recent Monthly Debtor's Certificate delivered by the Debtor, (ii) such release does not result in a Termination Event, a Wind-Down Event or an Amortization Event, (iii) the Debtor shall (y) pay to the Collateral Agent for payment to the Noteholder on the day of receipt from the Debtor, an amount equal to the amount necessary, if any, to reduce the Net Investment such that the Net Investment does not exceed the Noteholder's Percentage of the Borrowing Base after giving effect to such release and (z) pay to the Collateral Agent for payment to the Noteholder on the day of receipt from the Debtor, an amount equal to all unpaid Carrying Costs (including Carrying Costs not yet accrued) to the extent reasonably determined by the Administrative Agent to be attributable to that portion of the Net Investment to be reduced as a result of the payment referred to in clause (y) above, (iv) the Debtor shall have given the Collateral Agent, the Surety Bond Provider and the Administrative Agent at least five (5) days prior written notice of its intention to request the release of such Receivables, (v) all amounts due under the Note Purchase Agreement and the Insurance Agreement, to the extent accrued to the date of such release or, at the option of the Collateral Agent, acting upon the written instructions of the Company and the Surety Bond Provider, acting separately, accrued to such date and to accrue thereafter, shall have been reimbursed and (vi) such release shall not materially and adversely affect either Secured Party and (vii) such release shall include at least $5,000,000 in Principal Balance of Receivables; PROVIDED, HOWEVER, that there shall be no minimum release amount with respect to Ineligible Receivables. It is the intention of the parties that, to the extent the Company is the Noteholder and the Company is funding its interest in the ...
Release of Receivables. On the MPU 43 Release Effective Date, the Seller may deem all MPU 43 Receivables then owned by it to be excluded from the Originator Receivables (and therefore from Receivables and Pool Receivables, as defined in the Receivables Agreement) for all purposes.
Release of Receivables. (a) Upon repurchase of any Receivable by the Seller pursuant to Section 3.02 or by the Servicer pursuant to Section 4.06 or Section 9.01, the Issuer and the Indenture Trustee on behalf of the Noteholders, shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Seller or the Servicer, as the case may be, all right, title and interest of the Issuer in, to and under such repurchased Receivable, all monies due or to become due with respect thereto and all proceeds thereof and the other
Release of Receivables. Lender agrees to release or to cause ----------- ---------------------- to be released all liens on contract and mortgage receivables being purchased by Lender or an affiliate of Lender .
Release of Receivables. You and each subsequent holder of a Note agree to, and to direct the Collateral Agent to, release receivables of the Company or any Subsidiary from the Lien of the Security Agreement (i) in connection with the release of a Subsidiary Guarantor from the Subsidiary Guaranty or the release of capital stock of a Subsidiary from the Pledge Agreement pursuant to Section 22.1 or (ii) if the Banks direct the Collateral Agent to release and terminate the Subsidiary Guaranty, the Security Agreement and the Pledge Agreement, subject to satisfaction of the terms and conditions of Section 22.1; provided, however, that you and each subsequent holder will not be required to release receivables of the Company or any Subsidiary from the Lien of the Security Agreement under the circumstances contemplated by clause (ii), if (A) a Default or Event of Default has occurred and is continuing, (B) such Subsidiary Guarantor is to become a borrower under the Credit Agreement or (C) such release is part of a plan of financing that contemplates such Subsidiary Guarantor guaranteeing, or the capital stock of such Restricted Subsidiary securing, any other Indebtedness of the Company. Your obligation to release receivables of the Company or any Subsidiary from the Lien of the Security Agreement is conditioned upon your prior receipt of a certificate from a Senior Financial Officer of the Company stating that none of the circumstances described in clauses (A), (B) and (C) above are true.
Release of Receivables. On any Business Day, upon (a) the deposit by the Issuer (or the Transferor on behalf of the Issuer) of an amount equal to the Optional Redemption Amount, the Ineligible Receivables Release Price or Receivable Repurchase Price, as applicable (in each case as certified by the Issuer pursuant to clause (b)) to the Collection Account and (b) the delivery of an Officer’s Certificate complying with the requirements of Section 1.02 by the Issuer to the Indenture Trustee that each of the conditions set forth in Section 3.2 of the Receivables Purchase Agreement, Section 2.5 of the Sale Agreement, Section 3.2 of the Sale Agreement, Sections 2.07 or 7.01 of the Servicing Agreement or Section 12.01, as applicable, have been satisfied, the Indenture Trustee shall release from the lien of this Indenture any Receivable sold pursuant to and in accordance with Section 11.12 or any other sale expressly authorized by the Transaction Documents (including in connection with any optional redemption). [END OF ARTICLE XII] EAST\146409251.8147895167.4
Release of Receivables. (a) Upon repurchase of any Receivable by the Seller pursuant to Section 3.02 or by the Servicer pursuant to Section 4.06 or Section 9.01, the Issuer and the Indenture Trustee on behalf of the Noteholders, shall, without further action, be deemed to transfer,
Release of Receivables. Provided that no Event of Default has occurred and is continuing, if the Receivable Repurchase Price for any Receivable is paid by the Originator in connection with a Receivable Repurchase Event, then, the Collateral Agent’s Lien on such Receivable and all related Collateral is automatically released without any further action and the Collateral Agent shall, and shall cause the Borrower or its designee to execute such documents, releases and instruments of transfer or assignment, prepared by the Borrower at its sole cost and expense, and take such other actions as shall reasonably be requested by the Borrower to effect the release of such Receivable and the related Collateral.
