Common use of Removal Upon Breach Clause in Contracts

Removal Upon Breach. In the event of a breach of the representation and warranty set forth in Section 5(b) hereof other than in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation and warranty with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection Section 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection Section 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of the representation and warranty set forth in Section 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such the Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct accurate in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 5(B) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a2.04(d)(i) of the Pooling and Servicing Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable Account becomes a Defaulted Account or the Trust’s 's rights in, to or under any Receivable arising in such Receivable Account or its proceeds are impairedimpaired or the proceeds of such Receivable are not available for any reason to the Trust free and clear of any Lien, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the ServicerTrustee in its sole discretion, but in no event later than 120 days) after from the earlier to occur of the discovery thereof of any such event by either the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, or receipt by the Transferor or the Servicer, of written notice of any such event given by the Trustee, each such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b2.04(d)(iii) of the Pooling and Servicing Agreement as though such Receivable were removed pursuant to subsection 2.04(d)(ii) of the Pooling and the Transferor shall accept reassignment of such ReceivableServicing Agreement; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust created on such day.

Removal Upon Breach. In the event of a breach of the representation and warranty set forth in Section 5(bsubsection 4(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable Collateral Certificate is no longer an Eligible Receivable Collateral Certificate or the Trust’s rights in, to or under such Receivable Collateral Certificate or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such the Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable Collateral Certificate shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such ReceivableCollateral Certificate; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable Collateral Certificate shall then be true and correct accurate in all material respects as if such Receivable Collateral Certificate had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 5(B) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable Collateral Certificate is no longer an Eligible Receivable Collateral Certificate or the Trust’s 's rights in, to or under such Receivable Collateral Certificate or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable Collateral Certificate to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable Collateral Certificate shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such ReceivableCollateral Certificate; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable Collateral Certificate shall then be true and correct in all material respects as if such Receivable Collateral Certificate had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 5(B) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a2.04(d)(i) of the Pooling and Servicing Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable Account becomes a Defaulted Account or the Trust’s rights in, to or under any Receivable arising in such Receivable Account or its proceeds are impairedimpaired or the proceeds of such Receivable are not available for any reason to the Trust free and clear of any Lien, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the ServicerTrustee in its sole discretion, but in no event later than 120 days) after from the earlier to occur of the discovery thereof of any such event by either the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, or receipt by the Transferor or the Servicer, of written notice of any such event given by the Trustee, each such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b2.04(d)(iii) of the Pooling and Servicing Agreement as though such Receivable were removed pursuant to subsection 2.04(d)(ii) of the Pooling and the Transferor shall accept reassignment of such ReceivableServicing Agreement; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust created on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 5(B) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s 's rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 5(B) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable Collateral Certificate is no longer an Eligible Receivable Collateral Certificate or the Trust’s rights in, to or under such Receivable Collateral Certificate or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable Collateral Certificate to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable Collateral Certificate shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such ReceivableCollateral Certificate; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable Collateral Certificate shall then be true and correct in all material respects as if such Receivable Collateral Certificate had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section subsection 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the TrustIssuing Entity’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent Trustee and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such the Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent Trustee or the Servicer, such Receivable shall be removed from the Trust Issuing Entity on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust Issuing Entity on such day.

Removal Upon Breach. In the event of a breach of the representation and warranty set forth in Section 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 sixty (60) days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 one hundred and twenty (120) days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such the Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct accurate in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of the representation and warranty set forth in Section 5(bsubsection 4(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable Collateral Certificate is no longer an Eligible Receivable Collateral Certificate or the Trust’s rights in, to or under such Receivable Collateral Certificate or its proceeds are impaired, then upon the expiration of 60 sixty (60) days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 one hundred and twenty (120) days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such the Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable Collateral Certificate shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such ReceivableCollateral Certificate; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable Collateral Certificate shall then be true and correct accurate in all material respects as if such Receivable Collateral Certificate had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(bsubsection 4(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection 2.05(a) of the Agreement, if as a result of such breach the related Receivable Collateral Certificate is no longer an Eligible Receivable Collateral Certificate or the Trust’s rights in, to or under such Receivable Collateral Certificate or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable Collateral Certificate to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable Collateral Certificate shall be removed from the Trust on the terms and conditions set forth in subsection 2.05(b) of the Agreement and the Transferor shall accept reassignment of such ReceivableCollateral Certificate; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable Collateral Certificate shall then be true and correct in all material respects as if such Receivable Collateral Certificate had been designated for inclusion in the Trust on such day.

Removal Upon Breach. In the event of a breach of any of the representation and warranty warranties set forth in Section 5(b) hereof other than a breach or event set forth in the case of an automatic removal of a Receivable that is not an Eligible Receivable pursuant to subsection Section 2.05(a) of the Agreement, if as a result of such breach the related Receivable is no longer an Eligible Receivable or the Trust’s 's rights in, to or under such Receivable or its proceeds are impaired, then upon the expiration of 60 days (or such longer period as may be agreed to by the Indenture Trustee, the applicable Collateral Agent and the Servicer, but in no event later than 120 days) after the earlier to occur of the discovery thereof by the Transferor who conveyed such Receivable to the Trust or receipt by such Transferor of written notice thereof given by the Owner Trustee, the Indenture Trustee, the applicable Collateral Agent or the Servicer, such Receivable shall be removed from the Trust on the terms and conditions set forth in subsection Section 2.05(b) of the Agreement and the Transferor shall accept reassignment of such Receivable; provided, however, that no such removal shall be required to be made if, on any day within such applicable period, such representation representations and warranty warranties with respect to such Receivable shall then be true and correct in all material respects as if such Receivable had been designated for inclusion in the Trust on such day.