Common use of Representations and Warranties with Respect to the Receivables Clause in Contracts

Representations and Warranties with Respect to the Receivables. UACC has made the representations and warranties set forth in Section 3.3 of the Sale Agreement, and has consented to the assignment by Seller to Trust of Seller’s rights with respect thereto. Pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust all of Seller’s right, title and interest, but none of its obligations or burdens in, to and under the Sale Agreement, including Seller’s rights with respect to delivery requirements, representations and warranties and the cure or repurchase obligations of UACC thereunder, upon which Trust relies in accepting the Receivables. Seller hereby represents and warrants to the Trust that such assignment is or will be valid, enforceable and effective to permit the Trust to enforce such obligations of UACC under the Sale Agreement. Any purchase by UACC pursuant to the Sale Agreement shall be deemed a purchase by Seller pursuant to Section 3.2 of this Agreement and the definition of Purchased Receivable. In addition, pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust all of UACC’s right, title and interest, but none of its obligations or burdens, in, to and under each Dealer Agreement, including the representations and warranties of the obligors therein, upon which the Trust relies in accepting the Receivables.

Representations and Warranties with Respect to the Receivables. UACC The Transferor has made the representations and warranties set forth in Section 3.3 of the Sale Purchase Agreement, and has consented to the assignment by Seller to Trust Issuer of Seller’s rights with respect thereto. Pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust Issuer all of Seller’s right, title and interest, but none of its obligations or burdens burdens, in, to and under the Purchase Agreement, including the representations and warranties of the Transferor therein and all of Transferor’s right, title and interest, but none of its obligations or burdens, in, to and under the Sale Agreement, including Seller’s rights with respect to delivery requirements, Agreement and the representations and warranties and the cure or repurchase obligations of UACC thereundertherein, upon which Trust relies in accepting the Receivables. Seller hereby represents and warrants to the Trust that such assignment is or will be valid, enforceable and effective to permit the Trust to enforce such obligations of UACC under the Sale Agreement. Any purchase by UACC pursuant to the Sale Agreement shall be deemed a purchase by Seller pursuant to Section 3.2 of this Agreement and the definition of Purchased Receivable. In addition, pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust all of UACC’s right, title and interest, but none of its obligations or burdens, in, to and under each Dealer Agreement, including the representations and warranties of the obligors Obligors therein, upon which the Trust Issuer relies in accepting the Receivables, together with all rights of Seller with respect to any breach thereof, including the right to require the Transferor to purchase Receivables in accordance with the Purchase Agreement and the right to require UACC to purchase Receivables in accordance with the Sale Agreement.

Representations and Warranties with Respect to the Receivables. UACC The Transferor has made the representations and warranties set forth in Section 3.3 of the Sale Purchase Agreement, and has consented to the assignment by Seller to Trust Issuer of Seller’s rights with respect thereto. Pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust Issuer all of Seller’s right, title and interest, but none of its obligations or burdens interest in, to and under the Sale Agreement, including Seller’s rights with respect to delivery requirements, representations and warranties and the cure or repurchase obligations of UACC thereunder, upon which Trust relies in accepting the Receivables. Seller hereby represents and warrants to the Trust that such assignment is or will be valid, enforceable and effective to permit the Trust to enforce such obligations of UACC under the Sale Agreement. Any purchase by UACC pursuant to the Sale Agreement shall be deemed a purchase by Seller pursuant to Section 3.2 of this Agreement and the definition of Purchased Receivable. In addition, pursuant to Section 2.1 of this Agreement, Seller has transferred to Trust all of UACC’s right, title and interest, but none of its obligations or burdens, in, to and under each Dealer Purchase Agreement, including the representations and warranties of the obligors Transferor therein and all of Transferor’s right, title and interest in, to and under the Sale Agreement and the representations and warranties of WFFA therein, and all of WFFA’s right, title and interest in, to and under the Transfer Agreement, including the representations and warranties of the Originators therein, upon which the Trust Issuer relies in accepting the Receivables, together with all rights of Seller with respect to any breach thereof, including the right to require the Transferor to purchase Receivables in accordance with the Purchase Agreement and the right to require WFFA to purchase Receivables in accordance with the Sale Agreement.