Common use of Representations and Warranties of the Seller as to the Receivables Clause in Contracts

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such representations and warranties speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such representations and warranties. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 23 contracts

Samples: Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2023-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2022-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2022-1)

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Representations and Warranties of the Seller as to the Receivables. The Seller has made, in made to the Receivables Purchase Agreement, each of Depositor the representations and warranties as to the Receivables set forth in Exhibit A. Section 3.2(b) of the Receivables Purchase Agreement. The Issuer Trust shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Section 3.2(b) of the Receivables Purchase Agreement speak as of the date of execution and delivery of this Agreement and as of the Closing DateAgreement, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer Trust pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a)2.1, the Depositor has sold, transferred, assigned assigned, set over and otherwise conveyed to the IssuerTrust, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such representations and warranties. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to Section 3.2(b) of the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the DepositorAgreement.

Appears in 21 contracts

Samples: Sale and Servicing Agreement (CarMax Auto Owner Trust 2015-4), Sale and Servicing Agreement (CarMax Auto Owner Trust 2015-3), Sale and Servicing Agreement (CarMax Auto Owner Trust 2015-2)

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such representations and warranties speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such representations and warranties. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach certain breaches of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 10 contracts

Samples: Sale and Servicing Agreement (Daimler Trucks Retail Trust 2024-1), Sale and Servicing Agreement (Daimler Trucks Retail Trust 2024-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2024-1)

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Daimler Retail Receivables LLC), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2011-1), Sale and Servicing Agreement (Mercedes-Benz Auto Receivables Trust 2010-1)

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Wachovia Auto Owner Trust 2008-A), Sale and Servicing Agreement (Wachovia Auto Loan Owner Trust 2007-1), Sale and Servicing Agreement (Wachovia Auto Loan Owner Trust 2008-1)

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A speak as of the date of execution and delivery of this Agreement and as of the Closing Date, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Wachovia Auto Owner Trust 2005-A), Sale and Servicing Agreement (Wachovia Auto Owner Trust 2004-B)

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Representations and Warranties of the Seller as to the Receivables. The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A speak as of the date of execution and delivery of this Agreement and as of the Closing DateDate in the case of the Initial Receivables or as of the related Subsequent Transfer Date in the case of the related Subsequent Receivables, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Wachovia Auto Owner Trust 2006-A), Sale and Servicing Agreement (WDS Receivables LLC)

Representations and Warranties of the Seller as to the Receivables. The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. The Issuer shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A speak as of the date of execution and delivery of this Agreement and as of the Closing DateAgreement, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a), the Depositor has sold, transferred, assigned and otherwise conveyed to the Issuer, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A. The Seller hereby agrees that the Issuer shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit A, directly against the Seller as though the Issuer were a party to the Receivables Purchase Agreement and that the Issuer shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC)

Representations and Warranties of the Seller as to the Receivables. (a) The Seller has made, in under the Receivables Purchase Agreement, each of the representations and warranties as to the Receivables set forth in Exhibit A. A to this Agreement. The Issuer Trust shall be deemed to have relied on such representations and warranties in accepting the Receivables. Such The representations and warranties set forth in Exhibit A to this Agreement speak as of the date of execution and delivery of this Agreement and as of the Closing DateAgreement, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Issuer Trust pursuant to this Agreement and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.01(a)2.1(a) of this Agreement, the Depositor has sold, transferred, assigned and otherwise conveyed to the IssuerTrust, as part of the Trust Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of such the representations and warranties. warranties set forth in Exhibit A to this Agreement. (b) The Seller hereby agrees that the Issuer Trust shall have the right to enforce any and all rights of the Depositor under the Receivables Purchase Agreement assigned to the Issuer Trust under this Agreement, including the right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in Exhibit AA to this Agreement, directly against the Seller as though the Issuer Trust were a party to the Receivables Purchase Agreement and that the Issuer Trust shall not be obligated to enforce any such right indirectly through the Depositor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Pooled Auto Securities Shelf LLC)

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