Common use of Repurchase of Ineligible Loans Clause in Contracts

Repurchase of Ineligible Loans. (a) In the event of a breach of any representation or warranty set forth in Section 4.2 with respect to a Loan or other Purchased Asset transferred hereunder (each such Loan, Related Property and other Related Purchased Asset, an “Ineligible Loan”), no later than thirty (30) days after the earlier of (i) knowledge of such breach on the part of the Seller and (ii) receipt by the Seller of written notice thereof given by the Buyer, the Seller shall either (a) repurchase each such Ineligible Loan to which such breach relates on the terms and conditions set forth below, or (b) substitute for such Ineligible Loan a Substitute Loan; provided, however, that no such repurchase shall be required to be made with respect to such Ineligible Loan (and such Loan shall cease to be an Ineligible Loan) if, on or before the expiration of such thirty (30) day period, the representations and warranties in Section 4.2 with respect to such Ineligible Loan shall be made true and correct in all material respects with respect to such Ineligible Loan as if such Ineligible Loan had been transferred to the Buyer on such day. Notwithstanding anything contained in this Section 7.1 to the contrary, in the event a of breach of any representation and warranty set forth in Section 4.2 with respect to each Loan, Related Property and other related Purchased Assets having been (A) conveyed to the Buyer free and clear of any Lien of any Person claiming through or under the Seller and its Affiliates and (B) in compliance, in all material respects, with all requirements of laws applicable to the Seller, immediately upon the earlier to occur of the discovery of such breach by the Seller or receipt by the Seller of written notice of such breach given by the Buyer, the Seller shall repurchase and the Buyer shall convey, free and clear of any Lien created pursuant to this Agreement or the Loan Funding Agreement, all of the Buyer’s right, title and interest in such Ineligible Loan, and the Buyer shall, in connection with such conveyance and without further action, be deemed to represent and warrant that it has the corporate authority and has taken all necessary corporate action to accomplish such conveyance, but without any other representation or warranty, express or implied. In the foregoing instances, the Seller shall repurchase each such Ineligible Loan and on and after the date of such repurchase, each Ineligible Loan so repurchased shall not be included in the pool of Purchased Assets. In consideration of any such repurchase the Seller shall, on the date of repurchase of such Ineligible Loan, remit to the Buyer in immediately available funds an amount equal to the Retransfer Price therefore. Upon each repurchase of such Ineligible Loan, the Buyer shall automatically and without further action be deemed to transfer, assign and set-over to the Seller all the right, title and interest of the Buyer in, to and under such Ineligible Loan and all monies due or to become due with respect thereto, all proceeds thereof and all rights to security for any such Ineligible Loan, and all proceeds and products of the foregoing. The Buyer shall, at the sole expense of the Seller, execute such documents and instruments of transfer as may be prepared by the Seller and take such other actions as shall reasonably be requested by the Seller to effect the transfer of such Ineligible Loan pursuant to this Section 7.1.

Repurchase of Ineligible Loans. (a) In the event of a breach of any representation or warranty set forth in Section 4.2 with respect to a Loan or other Purchased Asset transferred hereunder (each such Loan, Related Property and other Related Purchased Asset, Asset an “"Ineligible Loan”"), no later than thirty (30) 30 days after the earlier of (i) knowledge of such breach on the part of the Seller and (ii) receipt by the Seller of written notice thereof given by the Buyer, the Seller shall either (a) repurchase each such Ineligible Loan to which such breach relates on the terms and conditions set forth below, or (b) substitute for such Ineligible Loan a Substitute Loan; provided, however, that no such repurchase shall be required to be made with respect to such Ineligible Loan (and such Loan shall cease to be an Ineligible Loan) if, on or before the expiration of such thirty (30) -day period, the representations and warranties in Section 4.2 with respect to such Ineligible Loan shall be made true and correct in all material respects with respect to such Ineligible Loan as if such Ineligible Loan had been transferred to the Buyer on such day. Notwithstanding anything contained in this Section 7.1 6.1 to the contrary, in the event a of breach of any representation and warranty set forth in Section 4.2 with respect to each Loan, Related Property and other related Purchased Assets having been (A) conveyed to the Buyer free and clear of any Lien lien of any Person claiming through or under the Seller and its Affiliates and (B) in compliance, in all material respects, with all requirements of laws applicable to the Seller, immediately upon the earlier to occur of the discovery of such breach by the Seller or receipt by the Seller of written notice of such breach given by the Buyer, the Seller shall repurchase and the Buyer shall convey, free and clear of any Lien created pursuant to this Agreement or the Loan Funding Agreement, all of the Buyer’s 's right, title and interest in such Ineligible Loan, and the Buyer shall, in connection with such conveyance and without further action, be deemed to represent and warrant that it has the corporate authority and has taken all necessary corporate action to accomplish such conveyance, but without any other representation or warranty, express or implied. In the foregoing instances, the Seller shall repurchase each such Ineligible Loan and on and after the date of such repurchase, each Ineligible Loan so repurchased shall not be included in the pool of Purchased Assets. In consideration of any such repurchase the Seller shall, on the date of repurchase of such Ineligible Loan, remit to the Buyer in immediately available funds an amount equal to the Retransfer Purchased Price therefore, after giving effect to the receipt of Collections thereon. Upon each repurchase of such Ineligible Loan, the Buyer shall automatically and without further action be deemed to transfer, assign and set-over to the Seller all the right, title and interest of the Buyer in, to and under such Ineligible Loan and all monies due or to become due with respect thereto, all proceeds thereof and all rights to security for any such Ineligible Loan, and all proceeds and products of the foregoing. The Buyer shall, at the sole expense of the Seller, execute such documents and instruments of transfer as may be prepared by the Seller and take such other actions as shall reasonably be requested by the Seller to effect the transfer of such Ineligible Loan pursuant to this Section 7.16.1.

Repurchase of Ineligible Loans. (a) In the event of a breach of any representation or warranty set forth in Section 4.2 with respect to a Loan or other Purchased Asset transferred hereunder (each such Loan, Related Property and other Related Purchased Asset, an “Ineligible Loan”), no later than thirty (30) 30 days after the earlier of (i) knowledge of such breach on the part of the Seller and (ii) receipt by the Seller of written notice thereof given by the Buyer, the Seller shall shall, unless the Ineligible Loan has been purchased by a third party, either (a) repurchase each such Ineligible Loan to which such breach relates on the terms and conditions set forth below, or (b) substitute for such Ineligible Loan a Substitute Loan; provided, however, provided that no such repurchase shall be required to be made with respect to such Ineligible Loan (and such Loan shall cease to be an Ineligible Loan) if, on or before the expiration of such thirty (30) 30 day period, the representations and warranties in Section 4.2 with respect to such Ineligible Loan shall be made true and correct in all material respects with respect to such Ineligible Loan as if such Ineligible Loan had been transferred to the Buyer on such day. Notwithstanding anything contained in this Section 7.1 to the contrary, in the event a of breach of any representation and warranty set forth in Section 4.2 with respect to each Loan, Related Property and other related Purchased Assets having been (A) conveyed to the Buyer free and clear of any Lien (other than Permitted Liens) of any Person claiming through or under the Seller and its Affiliates and (B) in compliance, in all material respects, with all requirements of laws applicable to the Seller, immediately promptly, and in any event within one Business Day, upon the earlier to occur of the discovery of such breach by the Seller or receipt by the Seller of written notice of such breach given by the Buyer, the Seller shall repurchase and the Buyer shall convey, free and clear of any Lien created pursuant to this Agreement or the Loan Funding Agreement, all of the Buyer’s right, title and interest in such Ineligible Loan, and the Buyer shall, in connection with such conveyance and without further action, be deemed to represent and warrant that it has the corporate authority and has taken all necessary corporate action to accomplish such conveyance, but without any other representation or warranty, express or implied. In the foregoing instances, the Seller shall repurchase each such Ineligible Loan and on and after the date of such repurchase, each Ineligible Loan so repurchased shall not be included in excluded from the pool of Purchased Assets. In consideration of any such repurchase the Seller shall, on the date of repurchase of such Ineligible Loan, remit to the Buyer in immediately available funds an amount equal to the Retransfer Repurchase Price thereforetherefor. Upon each repurchase of such Ineligible Loan, the Buyer shall automatically and without further action be deemed to transfer, assign and set-over to the Seller all the right, title and interest of the Buyer in, to and under such Ineligible Loan and all monies due or to become due with respect thereto, all proceeds thereof and all rights to security for any such Ineligible Loan, and all proceeds and products of the foregoing. The Buyer shall, at the sole expense of the Seller, execute such documents and instruments of transfer as may be prepared by the Seller and take such other actions as shall reasonably be requested by the Seller to effect the transfer of such Ineligible Loan pursuant to this Section 7.1.

Repurchase of Ineligible Loans. (a) In the event of a breach of any representation or warranty set forth in Section 4.2 with respect to a Loan or other Purchased Asset transferred hereunder (each such Loan, Related Property and other Related Purchased Asset, an “Ineligible Loan”), no later than thirty (30) 30 days after the earlier of (i) knowledge of such breach on the part of the Seller and (iii) receipt by the Seller of written notice thereof given by the Buyer, the Seller shall either (a) repurchase each such Ineligible Loan to which such breach relates on the terms and conditions set forth below, or (b) substitute for such Ineligible Loan a Substitute Loan; provided, however, that no such repurchase shall be required to be made with respect to such Ineligible Loan (and such Loan shall cease to be an Ineligible Loan) if, on or before the expiration of such thirty (30) 30 day period, the representations and warranties in Section 4.2 with respect to such Ineligible Loan shall be made true and correct in all material respects with respect to such Ineligible Loan as if such Ineligible Loan had been transferred to the Buyer on such day. Notwithstanding anything contained in this Section 7.1 to the contrary, in the event a of breach of any representation and warranty set forth in Section 4.2 with respect to each Loan, Related Property and other related Purchased Assets having been (A) conveyed to the Buyer free and clear of any Lien of any Person claiming through or under the Seller and its Affiliates and (B) in compliance, in all material respects, with all requirements of laws applicable to the Seller, immediately upon the earlier to occur of the discovery of such breach by the Seller or receipt by the Seller of written notice of such breach given by the Buyer, the Seller shall repurchase and the Buyer shall convey, free and clear of any Lien created pursuant to this Agreement or the Loan Funding Agreement, all of the Buyer’s right, title and interest in such Ineligible Loan, and the Buyer shall, in connection with such conveyance and without further action, be deemed to represent and warrant that it has the corporate authority and has taken all necessary corporate action to accomplish such conveyance, but without any other representation or warranty, express or implied. In the foregoing instances, the Seller shall repurchase each such Ineligible Loan and on and after the date of such repurchase, each Ineligible Loan so repurchased shall not be included in the pool of Purchased Assets. In consideration of any such repurchase the Seller shall, on the date of repurchase of such Ineligible Loan, remit to the Buyer in immediately available funds an amount equal to the Retransfer Price thereforetherefor. Upon each repurchase of such Ineligible Loan, the Buyer shall automatically and without further action be deemed to transfer, assign and set-over to the Seller all the right, title and interest of the Buyer in, to and under such Ineligible Loan and all monies due or to become due with respect thereto, all proceeds thereof and all rights to security for any such Ineligible Loan, and all proceeds and products of the foregoing. The Buyer shall, at the sole expense of the Seller, execute such documents and instruments of transfer as may be prepared by the Seller and take such other actions as shall reasonably be requested by the Seller to effect the transfer of such Ineligible Loan pursuant to this Section 7.1.

Repurchase of Ineligible Loans. (a) In the event of a breach of any representation or warranty set forth in Section 4.2 with respect to a Loan or other Purchased Asset transferred hereunder (each such Loan, Related Property and other Related Purchased Asset, an “Ineligible Loan”), no later than thirty (30) 30 days after the earlier of (i) knowledge of such breach on the part of the Seller and (ii) receipt by the Seller of written notice thereof given by the Buyer, the Seller shall either (a) repurchase each such Ineligible Loan to which such breach relates on the terms and conditions set forth below, or (b) substitute for such Ineligible Loan a Substitute Loan; provided, however, that no such repurchase shall be required to be made with respect to such Ineligible Loan (and such Loan shall cease to be an Ineligible Loan) if, on or before the expiration of such thirty (30) 30 day period, the representations and warranties in Section 4.2 with respect to such Ineligible Loan shall be made true and correct in all material respects with respect to such Ineligible Loan as if such Ineligible Loan had been transferred to the Buyer on such day. Notwithstanding anything contained in this Section 7.1 to the contrary, in the event a of breach of any representation and warranty set forth in Section 4.2 with respect to each Loan, Related Property and other related Purchased Assets having been (A) conveyed to the Buyer free and clear of any Lien of any Person claiming through or under the Seller and its Affiliates and (B) in compliance, in all material respects, with all requirements of laws applicable to the Seller, immediately upon the earlier to occur of the discovery of such breach by the Seller or receipt by the Seller of written notice of such breach given by the Buyer, the Seller shall repurchase and the Buyer shall convey, free and clear of any Lien created pursuant to this Agreement or the Loan Funding Agreement, all of the Buyer’s right, title and interest in such Ineligible Loan, and the Buyer shall, in connection with such conveyance and without further action, be deemed to represent and warrant that it has the corporate authority and has taken all necessary corporate action to accomplish such conveyance, but without any other representation or warranty, express or implied. In the foregoing instances, the Seller shall repurchase each such Ineligible Loan and on and after the date of such repurchase, each Ineligible Loan so repurchased shall not be included in the pool of Purchased Assets. In consideration of any such repurchase the Seller shall, on the date of repurchase of such Ineligible Loan, remit to the Buyer in immediately available funds an amount equal to the Retransfer Repurchase Price thereforetherefor. Upon each repurchase of such Ineligible Loan, the Buyer shall automatically and without further action be deemed to transfer, assign and set-over to the Seller all the right, title and interest of the Buyer in, to and under such Ineligible Loan and all monies due or to become due with respect thereto, all proceeds thereof and all rights to security for any such Ineligible Loan, and all proceeds and products of the foregoing. The Buyer shall, at the sole expense of the Seller, execute such documents and instruments of transfer as may be prepared by the Seller and take such other actions as shall reasonably be requested by the Seller to effect the transfer of such Ineligible Loan pursuant to this Section 7.1.