Common use of Repurchase of Loans Upon Breach of Warranty Clause in Contracts

Repurchase of Loans Upon Breach of Warranty. (a) Upon the occurrence of a Repurchase Event CFC shall, unless such breach shall have been cured in all material respects, repurchase such Loan from the Trust pursuant to Section 3.06 of the Pooling and Servicing Agreement, subject to the limitation of Section 3.07 of the Pooling and Servicing Agreement. It is understood and agreed that, the obligation of CFC to repurchase any Loan as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against CFC for such breach available to CFSC, the Certificateholders or the Trustee on behalf of Certificateholders. The provisions of this Section 5.1 are intended to grant the Trustee a direct right against CFC to demand performance hereunder, and in connection therewith, CFC waives any requirement of prior demand against CFSC with respect to such repurchase obligation. Any such purchase shall take place in the manner specified in Section 3.06 of the Pooling and Servicing Agreement. Notwithstanding any other provision of this Agreement, any Subsequent Transfer Agreement or the Pooling and Servicing Agreement or any Subsequent Transfer Agreement to the contrary, the obligation of CFC under this Section shall not terminate upon a termination of CFC as Servicer under the Pooling and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or CFSC to perform any of their respective obligations with respect to such Loan under the Pooling and Servicing Agreement. (b) In lieu of repurchasing a Loan when required by Section 5.1(a) of this Agreement and Section 3.06(a) of the Pooling and Servicing Agreement, CFC may deliver an Eligible Substitute Loan pursuant to the provisions of Section 3.06(b) of the Pooling and Servicing Agreement. (c) In addition to the foregoing and notwithstanding whether the related Loan shall have been purchased by CFC, CFC shall indemnify the Trustee, the Trust and the Certificateholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such Repurchase Events.

Repurchase of Loans Upon Breach of Warranty. (a) Upon the occurrence of a Repurchase Event Event, CFC shall, unless such breach shall have been cured in all material respects, repurchase such Loan from the Trust pursuant to Section 3.06 of the Pooling and Servicing Agreement, subject to the limitation of Section 3.07 of the Pooling and Servicing Agreement. It is understood and agreed that, the obligation of CFC to repurchase any Loan as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against CFC for such breach available to CFSC, the Certificateholders or the Trustee on behalf of Certificateholders. The provisions of this Section 5.1 are intended to grant the Trustee a direct right against CFC to demand performance hereunder, and in connection therewith, CFC waives any requirement of prior demand against CFSC with respect to such repurchase obligation. Any such purchase shall take place in the manner specified in Section 3.06 of the Pooling and Servicing Agreement. Notwithstanding any other provision of this Agreement, any Subsequent Transfer Agreement or the Pooling and Servicing Agreement or any Subsequent Transfer Agreement to the contrary, the obligation of CFC under this Section shall not terminate upon a termination of CFC as Servicer under the Pooling and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or CFSC to perform any of their respective obligations with respect to such Loan under the Pooling and Servicing Agreement. (b) In lieu of repurchasing a Loan when required by Section 5.1(a) of this Agreement and Section 3.06(a) of the Pooling and Servicing Agreement, CFC may deliver an Eligible Substitute Loan pursuant to the provisions of Section 3.06(b) of the Pooling and Servicing Agreement. (c) In addition to the foregoing and notwithstanding whether the related Loan shall have been purchased by CFC, CFC shall indemnify the Trustee, the Trust and the Certificateholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such Repurchase Events.

Repurchase of Loans Upon Breach of Warranty. (a) Upon the occurrence of a Repurchase Event CFC GTFC shall, unless such breach shall have been cured in all material respects, repurchase such Loan from the Trust pursuant to Section 3.06 of the Pooling and Servicing Agreement, subject to the limitation of Section 3.07 of the Pooling and Servicing Agreement. It is understood and agreed that, the obligation of CFC GTFC to repurchase any Loan as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against CFC GTFC for such breach available to CFSC, the Certificateholders or the Trustee on behalf of Certificateholders. The provisions of this Section 5.1 are intended to grant the Trustee a direct right against CFC GTFC to demand performance hereunder, and in connection therewith, CFC GTFC waives any requirement of prior demand against CFSC with respect to such repurchase obligation. Any such purchase shall take place in the manner specified in Section 3.06 of the Pooling and Servicing Agreement. Notwithstanding any other provision of this Agreement, any Subsequent Transfer Purchase Agreement or the Pooling and Servicing Agreement or any Subsequent Transfer Agreement to the contrary, the obligation of CFC GTFC under this Section shall not terminate upon a termination of CFC GTFC as Servicer under the Pooling and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or CFSC to perform any of their respective obligations with respect to such Loan under the Pooling and Servicing Agreement. (b) In lieu of repurchasing a Loan when required by Section 5.1(a) of this Agreement and Section 3.06(a) of the Pooling and Servicing Agreement, CFC GTFC may deliver an Eligible Substitute Loan pursuant to the provisions of Section 3.06(b) of the Pooling and Servicing Agreement. (c) In addition to the foregoing and notwithstanding whether the related Loan shall have been purchased by CFCGTFC, CFC GTFC shall indemnify the Trustee, the Trust and the Certificateholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such Repurchase Events.

Repurchase of Loans Upon Breach of Warranty. (a) Upon the occurrence of a Repurchase Event CFC GTFC shall, unless such breach shall have been cured in all material respects, repurchase such Loan from the Trust and, on or before the related Deposit Date, GTFC shall pay the Purchase Amount to the Trust pursuant to Section 3.06 ___ of the Pooling and Servicing Agreement, subject to the limitation of Section 3.07 of the Pooling [Sale/Pooling] and Servicing Agreement. It is understood and agreed that, except as set forth in Section 6.1, the obligation of CFC GTFC to repurchase any Loan as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against CFC GTFC for such breach available to CFSC, the Certificateholders Noteholders or the Indenture Trustee on behalf of CertificateholdersNoteholders. The provisions of this Section 5.1 are intended to grant the Owner Trustee and the Indenture Trustee a direct right against CFC GTFC to demand performance hereunder, and in connection therewith, CFC GTFC waives any requirement of prior demand against CFSC with respect to such repurchase obligation. Any such purchase shall take place in the manner specified in Section 3.06 ___ of the Pooling [Sale/Pooling] and Servicing Agreement. Notwithstanding any other provision of this Agreement, any Subsequent Transfer Purchase Agreement or the Pooling Sale and Servicing Agreement or any Subsequent Transfer Agreement to the contrary, the obligation of CFC GTFC under this Section shall not terminate upon a termination of CFC GTFC as Servicer under the Pooling Sale and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or CFSC to perform any of their respective obligations with respect to such Loan under the Pooling [Sale/Pooling] and Servicing Agreement. (b) In lieu of repurchasing a Loan when required by Section 5.1(a) of this Agreement and Section 3.06(a) of the Pooling and Servicing Agreement, CFC may deliver an Eligible Substitute Loan pursuant to the provisions of Section 3.06(b) of the Pooling and Servicing Agreement. (c) . In addition to the foregoing and notwithstanding whether the related Loan shall have been purchased by CFCGTFC, CFC GTFC shall indemnify the Owner Trustee, the Indenture Trustee, the Trust and the Certificateholders Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such Repurchase Events.