Common use of Repurchase Contract Clause in Contracts

Repurchase Contract. Notwithstanding any other provision of this Agreement, the Parties agree that on seven (7) days' written notice by Westlake, Dealer agrees to repurchase a Contract for any failure by Dealer to perform any obligations, or breach by Dealer of any representation, warranty or covenant set forth in this Agreement. In addition, Westlake may require Dealer to repurchase and take re-assignment of any Contract upon the occurrence of any of the following events: (a) Customer fails to tender by the due date specified in the Contract the first payment due and payable to Westlake by Customer under the Contract (hereinafter “First Payment Default”). If the first payment is deducted from the Dealer's proceeds, the deduction does not release Dealer from any obligation under the First Payment Default repurchase provision of this Paragraph 6. If the first payment is deducted from Dealer's proceeds, the first payment due to Westlake from the Customer will then be the second regularly scheduled payment under the Contract, and that payment will be subject to the First Payment Default provisions of this Agreement; (b) Dealer breaches any express or implied warranties of merchantability or fitness relating to the Unit; (c) Dealer, or any of Dealer's affiliates, takes possession of the Unit after sale to the Customer, whether by repossession, for repairs, or for storage, by the Dealer without Westlake's prior written consent or, if Customer returns the Unit to the Dealer and Dealer does not notify Westlake of such event in writing and by telephone within five (5) calendar days; (d) Customer fails to pay any deferred or remaining down payment provided in the Contract; (e) Dealer has not perfected Westlake's lien on the Unit within 30 days of Contract date or within a lesser time period if required by applicable law, to properly perfect a valid and enforceable first priority security interest of Westlake in the Unit; (f) Westlake has not received a certificate of title or other evidence of security interest in the Unit within sixty (60) days of purchase of any Contract; (g) Customer has made a “holder in due course” demand against Westlake or initiated litigation against Dealer and Westlake as “holder in due course”; (h) Dealer breaches any of the representations, warranties or covenants specified herein, above, in Section 3 of this Agreement; (i) The Contract is rescinded by operation of law, or by mutual agreement between Dealer and Customer; or (j) The Unit related to the Contract becomes subject to impound, repair lien, or storage lien prior to Westlake's receipt of a certificate of title or other evidence of security interest in the Unit or within 60 days of the Contract date. In the event of a First Payment Default, the repurchase price shall be equal to the amount paid by Westlake to Dealer for the purchase of the Contract plus any acquisition fee and repossession fees, if paid within seven (7) days after written demand for repurchase. If paid after seven (7) days for a First Payment Default, the repurchase price shall be the total then owed by Customer in the event of prepayment of the Contract plus any acquisition fee, minus any unearned interest and unearned insurance policy premiums paid by Westlake, and minus any unearned discount. Under all circumstances other than a First Payment Default where repurchase is demanded, the repurchase price shall be the total then owed by Customer in the event of prepayment of the Contract plus any acquisition fee, minus any unearned interest and unearned insurance policy premiums paid by Westlake, and minus any unearned discount, if paid within seven (7) days after written demand. In circumstances other than a First Payment Default, if not paid within seven (7) days after written demand for repurchase, such repurchase price shall be the total payoff balance of the Contract. The repurchase price will be reduced to the extent of Customer payments to the extent attributable to principal paydown. The repurchase price will not be affected by the physical condition of the Unit, regardless of whether the Unit has been damaged or modified by Customer which reduces the value or causes Unit to be worthless, and regardless of whether the unit has been forfeited due to seizure, impoundment, or abandonment. Westlake has no obligation to repossess or otherwise secure the Unit as a condition of requiring Dealer to repurchase a Contract. Dealer agrees that it will not repossess any Unit until after the repurchase is complete and the Contract has been reassigned back to Dealer.

Repurchase Contract. Notwithstanding any other provision of this Agreement, the Parties agree that on seven (7) days' written notice by WestlakeSEAF, Dealer agrees to repurchase a Contract for any failure by Dealer to perform any obligations, or breach by Dealer of any representation, warranty or covenant set forth in this Agreement. In addition, Westlake SEAF may require Dealer to repurchase and take re-assignment of any Contract upon the occurrence of any of the following events: (a) Customer fails to tender by the due date specified in the Contract the first payment due and payable to Westlake SEAF by Customer under the Contract (hereinafter “First Payment Default”). If the first payment is deducted from the Dealer's proceeds, the deduction does not release Dealer from any obligation under the First Payment Default repurchase provision of this Paragraph 6. If the first payment is deducted from Dealer's proceeds, the first payment due to Westlake SEAF from the Customer will then be the second regularly scheduled payment under the Contract, and that payment will be subject to the First Payment Default provisions of this Agreement;. (b) Dealer breaches any express or implied warranties of merchantability or fitness relating to the Unit;. (c) Dealer, or any of Dealer's affiliates, Dealer takes possession of the Unit Vehicle after sale to the Customer, whether by repossession, for repairs, or for storage, repossession by the Dealer without WestlakeSEAF 's prior written consent or, if Customer returns the Unit Vehicle to the Dealer and Dealer does not notify Westlake SEAF of such event in writing and by telephone within five (5) calendar days; (d) Customer fails to pay any deferred or remaining down payment provided in the Contract;. (e) Dealer has not perfected WestlakeSEAF 's lien on the Unit Vehicle within 30 days of Contract date or within a lesser time period if required by applicable law, to properly perfect a valid and enforceable first priority security interest of Westlake in the Unit;Customer files for bankruptcy. (f) Westlake has not received a certificate of title or other evidence of security interest in the Unit within sixty (60) days of purchase of any Contract; (g) Customer has made a “holder in due course” demand against Westlake SEAF or initiated litigation against Dealer and Westlake SEAF as “holder in due course”; (hg) Dealer breaches any of the representations, warranties or covenants specified herein, above, in Section 3 of this Agreement;; or (ih) The Contract is rescinded by operation of law, or by mutual agreement between Dealer and Customer; or (j) The Unit related to the Contract becomes subject to impound, repair lien, or storage lien prior to Westlake's receipt of a certificate of title or other evidence of security interest in the Unit or within 60 days of the Contract date. In the event of a First Payment Default, the repurchase price shall be equal to the amount paid by Westlake SEAF to Dealer for the purchase of the Contract plus any acquisition fee and repossession fees, if paid within seven (7) days after written demand for repurchase. If paid after seven (7) days for a First Payment Default, the repurchase price shall be the total then owed by Customer in the event of prepayment of the Contract plus any acquisition fee, minus any unearned interest and unearned insurance policy premiums paid by WestlakeSEAF, and minus any unearned discount. Under all circumstances other than a First Payment Default where repurchase is demanded, the repurchase price shall be the total then owed by Customer in the event of prepayment of the Contract plus any acquisition fee, minus any unearned interest and unearned insurance policy premiums paid by WestlakeSEAF, and minus any unearned discount, if paid within seven (7) days after written demand. In circumstances other than a First Payment Default, if not paid within seven (7) days after written demand for repurchase, such repurchase price shall be the total payoff balance of the Contract. The repurchase price will be reduced to the extent of Customer payments to the extent attributable to principal paydown. The repurchase price will not be affected by the physical condition of the Unit, regardless of whether the Unit has been damaged or modified by Customer which reduces the value or causes Unit to be worthless, and regardless of whether the unit has been forfeited due to seizure, impoundment, or abandonment. Westlake SEAF has no obligation to repossess or otherwise secure the Unit as a condition of requiring Dealer to repurchase a Contract. Dealer Xxxxxxxx.Xxxxxx agrees that it will not repossess any Unit until after the repurchase is complete and the Contract has been reassigned back to Dealer.