Common use of Repurchase Events Clause in Contracts

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio Certificate, which breach has a material and adverse effect on NFC’s interest in such Designated Retail Lease, the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio Certificate, all Designated Retail Leases which are then included in the Series 2004-A Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing hereby covenants and ----------------- agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s 's representations and warranties contained in Section 3.01 hereof with respect to ------------ any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section ------- 5.04 hereof with respect to any Designated Retail Lease, the Series 2004-A 200 ---- - Portfolio Interest or the Series 2004-A 200 Portfolio Certificate, which breach has a - material and adverse effect on NFC’s 's interest in such Designated Retail Lease, the Series 2004-A 200 Portfolio Interest or the Series 2004-A 200 Portfolio Certificate, - - Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A 200 Portfolio Interest or the Series 2004-A 200 Portfolio Certificate, all - - Designated Retail Leases which are then included in the Series 2004-A 200 Portfolio - Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco Leasing’s NFC's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio Certificate, Certificate which breach has a material and adverse effect on NFC’s NFRRC's interest in such Designated Retail LeaseReceivable, the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects (each a "Repurchase Event") as of the Second second Accounting Date following NFC's discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC's election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 20042003-A Portfolio Interest), as applicable, Interest or Series 2003-A Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s 's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio Certificate, which breach has a material and adverse effect on NFC’s 's interest in such Designated Retail Lease, the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042003-A Portfolio Interest or the Series 20042003-A Portfolio Certificate, all Designated Retail Leases which are then included in the Series 20042003-A Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco Leasing’s NFC's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a ------------ breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 2004-A 200 Portfolio Interest or the - Series 2004-A 200 Portfolio Certificate, Certificate which breach has a material and adverse effect on NFC’s - NFRRC's interest in such Designated Retail LeaseReceivable, the Series 2004-A 200 Portfolio - Interest or the Series 2004-A 200 Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such - breach shall have been cured in all material respects, respects (each a "Repurchase ---------- Event") as of the Second second Accounting Date following NFC's discovery or its ----- receipt of notice of breach (or or, at the option of Harco LeasingNFC's election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A 200 Portfolio Interest or the Series 2004-A 200 Portfolio - - Certificate, all such Designated Retail Leases which are then included in the Series 2004-A 200 Portfolio Interest), as applicable, Interest or Series 200 Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in - - Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio Certificate, which breach has a material and adverse effect on NFC’s interest in such Designated Retail Lease, the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio Certificate, all Designated Retail Leases which are then included in the Series 20042005-A Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco Leasing’s NFC's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio Certificate, Certificate which breach has a material and adverse effect on NFC’s NFRRC's interest in such Designated Retail LeaseReceivable, the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects (each a "Repurchase Event") as of the Second second Accounting Date following NFC's discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC's election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 20042002-A B Portfolio Interest), as applicable, Interest or Series 2002-B Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio Certificate, which breach has a material and adverse effect on NFC’s interest in such the Designated Retail Lease, the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such the Designated Retail Lease (or, in the case of the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio Certificate, all Designated Retail Leases which are then included in the Series 20042006-A ARC Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such the Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco LeasingNFC’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio Certificate, Certificate which breach has a material and adverse effect Material Adverse Effect on NFCNFRRC’s interest in such Designated Retail LeaseReceivable, the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio CertificateCertificate (each a “Repurchase Event”) unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects as of the Second second Accounting Date following NFC’s discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC’s election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042005-A Portfolio Interest or the Series 20042005-A Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 20042005-A Portfolio Interest), as applicable, Interest or Series 2005-A Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s 's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio Certificate, which breach has a material and adverse effect on NFC’s 's interest in such Designated Retail Lease, the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio Certificate, all Designated Retail Leases which are then included in the Series 20042003-A B Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco LeasingNFC’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable (except that NFC’s knowledge with respect to a breach of the representations and warranties contained in Section 3.01(bb) hereof shall be disregarded for purposes of NFC’s repurchase obligations pursuant this Section 5.04) or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio Certificate, Certificate which breach has a material and adverse effect on NFCNFRRC’s interest in such Designated Retail LeaseReceivable, the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio CertificateCertificate (each a “Repurchase Event”) unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects as of the Second second Accounting Date following NFC’s discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC’s election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042006-A ARC Portfolio Interest or the Series 20042006-A ARC Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 20042006-A ARC Portfolio Interest), as applicable, Interest or Series 2006-ARC Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio Certificate, which breach has a material and adverse effect on NFC’s interest in such Designated Retail Lease, the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio Certificate, all Designated Retail Leases which are then included in the Series 2004-A B Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco LeasingNFC’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio Certificate, Certificate which breach has a material and adverse effect on NFCNFRRC’s interest in such Designated Retail LeaseReceivable, the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects (each a “Repurchase Event”) as of the Second second Accounting Date following NFC’s discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC’s election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A Portfolio Interest or the Series 2004-A Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 2004-A Portfolio Interest), as applicable, Interest or Series 2004-A Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco Leasing’s NFC's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio Certificate, Certificate which breach has a material and adverse effect on NFC’s NFRRC's interest in such Designated Retail LeaseReceivable, the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects (each a "Repurchase Event") as of the Second second Accounting Date following NFC's discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC's election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042003-A B Portfolio Interest or the Series 20042003-A B Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 20042003-A B Portfolio Interest), as applicable, Interest or Series 2003-B Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing By its execution of the Further Transfer and Servicing Agreements to which it is a party, NFC shall be deemed to acknowledge the assignment by NFRRC of such of its right, title and interest in, to and under this Agreement to the Subsequent Transferee as shall be provided in the Further Transfer and Servicing Agreements. NFC hereby covenants and agrees with NFC NFRRC for the benefit of NFC, NFRRC, the Issuer NFRRC and the Indenture Trustee Interested Parties, that in the event of (i) a breach of any of Harco LeasingNFC’s representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, Receivable or (ii) a breach by Harco Leasing NFC of Section 5.04 5.03 hereof with respect to any Designated Retail LeaseReceivable, the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio Certificate, Certificate which breach has a material and adverse effect on NFCNFRRC’s interest in such Designated Retail LeaseReceivable, the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio CertificateCertificate unless, Harco Leasing willin either case, unless such breach shall have been cured in all material respects, respects (each a “Repurchase Event”) as of the Second second Accounting Date following NFC’s discovery or its receipt of notice of breach (or or, at the option of Harco LeasingNFC’s election, the first Accounting Date) after Harco Leasing discovered Date following such discovery), NFC will repurchase the Designated Receivable (or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 2004-A B Portfolio Interest or the Series 2004-A B Portfolio Certificate, all such Designated Retail Leases which are then included in the Series 2004-A B Portfolio Interest), as applicable, Interest or Series 2004-B Portfolio Certificate) from NFC, by delivering to the Indenture Trustee for deposit in Subsequent Transferee (if the Collection Account Subsequent Transferee is then the Owner of such Designated Receivable) on the Business Day preceding the related Distribution Date immediately following such Accounting Date for an amount equal to the Warranty Payment Payment, without further notice from NFRRC hereunder. Upon the occurrence of a Repurchase Event with respect to a Designated Receivable for any which NFRRC is the Owner, NFC agrees to repurchase such Designated Retail LeaseReceivable from NFRRC for an amount and upon the same terms as NFC would be obligated to repurchase such Designated Receivable from the Subsequent Transferee if the Subsequent Transferee was then the Owner thereof, and upon payment of such amount, NFC shall have such rights with respect to such Designated Receivable as if NFC had purchased such Designated Receivable from the Subsequent Transferee as the Owner thereof. It is understood and agreed that the obligation of Harco Leasing NFC to repurchase any Designated Retail Lease Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing NFC for such breach available to NFC NFRRC or any of its assigneesInterested Party.

Repurchase Events. (a) Harco Leasing hereby covenants and agrees with NFC for the benefit of NFC, NFRRC, the Issuer and the Indenture Trustee that in the event of (i) a breach of any of Harco Leasing’s 's representations and warranties contained in Section 3.01 hereof with respect to any Designated Lease Receivable, or (ii) a breach by Harco Leasing of Section 5.04 hereof with respect to any Designated Retail Lease, the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio Certificate, which breach has a material and adverse effect on NFC’s 's interest in such Designated Retail Lease, the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio Certificate, Harco Leasing will, unless such breach shall have been cured in all material respects, as of the Second Accounting Date (or at the option of Harco Leasing, the first Accounting Date) after Harco Leasing discovered or received notice of such breach, repurchase such Designated Retail Lease (or, in the case of the Series 20042002-A B Portfolio Interest or the Series 20042002-A B Portfolio Certificate, all Designated Retail Leases which are then included in the Series 20042002-A B Portfolio Interest), as applicable, from NFC, by delivering to the Indenture Trustee for deposit in the Collection Account on the Business Day preceding the related Distribution Date immediately following such Accounting Date an amount equal to the Warranty Payment for any such Designated Retail Lease. It is understood and agreed that the obligation of Harco Leasing to repurchase any Designated Retail Lease as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Harco Leasing for such breach available to NFC or any of its assignees.