Representations and Warranties Regarding each Receivable. The Seller makes the following representations and warranties to the Purchaser regarding each Receivable as of the Closing Date, which shall survive the sale, transfer and assignment of the Receivables, and on which representations and warranties the Purchaser shall rely in acquiring the Receivables.
Representations and Warranties Regarding each Receivable. As of the Closing Date or such other date specified in Exhibit B, the representations and warranties in Exhibit B hereto are true and correct with respect to each Receivable assigned by the Seller to the Purchaser hereunder and under the First Step Receivables Assignment. Such representations and warranties will survive the conveyance of the First Step Transferred Property to the Purchaser pursuant to this Agreement, the sale of the Second Step Transferred Property to the Issuing Entity pursuant to the Receivables Transfer Agreement, the conveyance of the Third Step Transferred Property to the Grantor Trust pursuant to the Receivables Contribution Agreement and the Grant of the Third Step Transferred Property and other collateral by the Grantor Trust to the Indenture Trustee pursuant to the Indenture. The Seller hereby agrees that the Issuing Entity shall have the right to enforce any and all rights under this Agreement assigned to the Issuing Entity under the Receivables Transfer Agreement, including the right to cause the Seller to repurchase any Receivable with respect to which it is in breach of any of its representations and warranties set forth in Exhibit B, directly against the Seller as though the Issuing Entity were a party to this Agreement, and the Issuing Entity shall not be obligated to exercise any such rights indirectly through the Depositor.
