Repurchase of Receivables Upon Breach of Warranty. Upon discovery by the Seller, the Depositor, the Servicer, the Owner Trustee or the Indenture Trustee of a breach of any of the representations and warranties in Section 3.01 of the Pooling Agreement or in Section 2.03 or Section 3.01 of this Agreement that materially and adversely affects the interests of the Noteholders or the Certificateholders in any Receivable, the party discovering such breach shall give prompt written notice thereof to the others. As of the last day of the second Monthly Period following its discovery or its receipt of notice of such breach (or, at the Depositor’s election, the last day of the first Monthly Period following such discovery or receipt of notice), unless such breach shall have been cured in all material respects, in the event of a breach of the representations and warranties made by the Depositor in Section 2.03 or Section 3.01, the Depositor shall repurchase, or in the event of a breach of a representation and warranty under Section 3.01 of the Pooling Agreement, the Depositor shall use reasonable efforts to enforce the obligation of the Seller under Section 4.04 of the Pooling Agreement to repurchase such Receivable from the Issuing Entity on the related Distribution Date. The repurchase price to be paid by the breaching party (the “Warranty Purchaser”) shall be an amount equal to the Warranty Payment calculated as of the last day of the related Monthly Period. It is understood and agreed that the obligation of the Warranty Purchaser to repurchase any Receivable as to which a breach has occurred and is continuing, and the obligation of the Depositor to enforce the Seller’s obligation to repurchase such Receivables pursuant to the Pooling Agreement shall, if such obligations are fulfilled, constitute the sole remedy against the Depositor or the Seller for such breach available to the Issuing Entity, the Financial Parties, the Owner Trustee or the Indenture Trustee.
Repurchase of Receivables Upon Breach of Warranty. Upon the occurrence of a Repurchase Event AFL shall, unless such breach shall have been cured in all material respects, repurchase such Receivable from the Trust and, on or before the related Deposit Date, AFL shall pay the Purchase Amount to the Trust pursuant to Section 4.5 of the Sale and Servicing Agreement. It is understood and agreed that, except as set forth in Section 6.1, the obligation of AFL to repurchase any Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against AFL for such breach available to ARFC, the Security Insurer, Noteholders, or the Indenture Trustee on behalf of Noteholders. The provisions of this Section 5.1 are intended to grant the Owner Trustee and the Indenture Trustee a direct right against AFL to demand performance hereunder, and in connection therewith, AFL waives any requirement of prior demand against ARFC with respect to such repurchase obligation. Any such purchase shall take place in the manner specified in Section 2.6 of the Sale and Servicing Agreement. Notwithstanding any other provision of this Agreement, any Subsequent Purchase Agreement or the Sale and Servicing Agreement or any Subsequent Transfer Agreement to the contrary, the obligation of AFL under this Section shall not terminate upon a termination of AFL as Servicer under the Sale and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or ARFC to perform any of their respective obligations with respect to such Receivable under the Sale and Servicing Agreement. In addition to the foregoing and notwithstanding whether the related Receivable shall have been purchased by AFL, AFL shall indemnify the Owner Trustee, the Indenture Trustee, the Backup Servicer, the Security Insurer, the Trust and the 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.
Repurchase of Receivables Upon Breach of Warranty. (i) Upon discovery by the Seller, the Depositor, the Servicer, the Owner Trustee, the Indenture Trustee, any Note Owner or any Noteholder of a breach of any of the representations and warranties in Section 3.01 or Section 3.02 of the Pooling Agreement or in Section 2.03(a) or Section 3.01(b) of this Agreement that materially and adversely affects the interests of the Noteholders or the Certificateholders taken as a whole in any Receivable, and which results in any of the Noteholders or the Certificateholders not being made whole, the party discovering such breach shall give prompt written notice thereof (each, a “Repurchase Request”) to the others; provided that in the case of a Repurchase Request from the Owner Trustee, the Indenture Trustee, any Note Owner or any Noteholder, such Repurchase Request shall set forth (i) each Receivable that is subject to a Repurchase Request, (ii) the specific representation or warranty contained in Section 3.01 or Section 3.02 of the Pooling Agreement it alleges was breached, (iii) the loss that occurred as a result of such breach and (iv) the material and adverse effect of such breach on the interests of the Noteholders or the Certificateholders taken as a whole; provided further that with respect to a Repurchase Request from a Noteholder or a Note Owner, such Repurchase Request shall initially be provided to the Indenture Trustee.
Repurchase of Receivables Upon Breach of Warranty. Upon ------------------------------------------------- discovery by the Seller, the Servicer or either Trustee of a breach of any of the representations and warranties in Section 3.01 of the Purchase Agreement (and, with respect to subsection 3.01(j) of the Purchase Agreement, irrespective of any limitation regarding knowledge of NFC) or in Section 2.05 or Section 6.01 of this Agreement that materially and adversely affects the interests of the Securityholders in any Receivable, the party discovering such breach shall give prompt written notice thereof to the others. As of the second Accounting Date following its discovery or its receipt of notice of breach (or, at the Seller's election, the first Accounting Date following such discovery), unless such breach shall have been cured in all material respects, in the event of a breach of the representations and warranties made by the Seller in Section 2.05 or Section 6.01, the Seller shall repurchase such Receivable from the Owner Trustee on the related Distribution Date. The Owner Trustee shall have no affirmative duty to conduct any investigation as to the occurrence of any event requiring the repurchase of any Receivable pursuant to this Section 2.06. The repurchase price to be paid by any Warranty Purchaser shall be an amount equal to the Warranty Payment. It is understood and agreed that the obligation of the Warranty Purchaser to repurchase any Receivable as to which a breach has occurred and is continuing shall, if such repurchase obligations are fulfilled, constitute the sole remedy against the Seller, the Servicer or NFC for such breach available to any Interested Party. The Servicer acknowledges its obligations to repurchase Administrative Receivables from the Owner Trustee pursuant to Section 3.08 hereof and to repurchase Warranty Receivables pursuant to Section 5.04 of the Purchase Agreement.
Repurchase of Receivables Upon Breach of Warranty. Upon the occurrence of a Repurchase Event, Seller shall, unless the breach which is the subject of such Repurchase Event shall have been cured in all material respects, repurchase the Receivable relating thereto from the related Issuer under the related Master Sale and Servicing Agreement by the last day of the first full calendar month following the discovery of such breach by Seller or receipt by Seller of notice of such breach from any of the Master Servicer, HARC, a Trust Officer of the related Indenture Trustee or the related Owner Trustee and, simultaneously with the repurchase of the Receivable, Seller shall deposit the Repurchase Amount in full, without deduction or offset, in the Collection Account, pursuant to Section 3.2 of the related Master Sale and
Repurchase of Receivables Upon Breach of Warranty. Upon discovery by any of Reliance, the Servicer, the Note Insurer, the Issuer or the Trustee of a breach of any of the representations and warranties of Reliance contained in Section 2.3(a) that has a material adverse effect on the interests of the Noteholders or the Note Insurer in any Receivable, the party discovering such breach shall give prompt written notice to the others; provided, however, that the failure to give any such notice shall not affect any obligation of Reliance under this Section 2.4; and provided, further, that any Receivable listed on a certification by a Custodian pursuant to the second or third sentence of Section 3(a) of the Custodian Agreement shall be deemed to be a Receivable for which Reliance has breached the representation and warranty set forth in paragraph 11 or 15, as applicable, of the Schedule of Representations in respect of the related Receivable that has a material adverse effect on the interest of the Noteholders and the Note Insurer. As of the second Accounting Date (or, at Reliance's election, the first Accounting Date) following its discovery or its receipt of notice of any such breach Reliance shall, unless such breach shall have been cured in all material respects, repurchase such Receivable from the Issuer and, on or before the Deposit Date following such Accounting Date, Reliance shall pay the Purchase Amount to the Issuer pursuant to Section 4.4. The obligation of Reliance to repurchase any Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against Reliance for such breach available to the Note Insurer (other than as provided in Sections 2.02(q) and 3.04 of the Insurance Agreement), the Trustee (other than as provided in Section 2.8) on behalf of the Noteholders or the Noteholders and any breaches of the representations or warranties with respect to such Receivables shall be deemed cured as of the date of such purchase.
Repurchase of Receivables Upon Breach of Warranty. (i) Upon discovery by the Seller, the Depositor, the Servicer, the Owner Trustee, the Indenture Trustee, any Note Owner or any Noteholder of a breach of any of the representations and warranties in Section 3.01 or Section 3.02 of the Pooling Agreement or in Section 2.03(a) or Section 3.01(b) of this Agreement that materially and adversely affects the interests of the Noteholders or the Certificateholders taken as a whole in any Receivable, and which results in any of the Noteholders or the Certificateholders not being made whole, the party discovering such breach shall give prompt written notice thereof (each, a “Repurchase Request”) to the others; provided that in the case of a Repurchase Request from the Owner Trustee, the Indenture Trustee, any Note Owner or any Noteholder, such Repurchase Request shall set forth
Repurchase of Receivables Upon Breach of Warranty. Upon the occurrence of a Seller Repurchase Event, the Seller shall, unless such Seller Repurchase Event shall have been cured in all material respects, repurchase the applicable Receivable from the Purchaser within three (3) Business Days of the discovery by, or notice from any Person to, the Seller of such Seller Repurchase Event, and the Seller shall pay the sum of the outstanding principal amount of such Receivable plus all accrued but unpaid interest and fees thereon in each case as of the date of the repurchase from the Purchaser. Notwithstanding any other provision of this Agreement or the RLSA to the contrary, the obligation of the Seller under this Section shall not terminate upon a termination of the Seller as Servicer under the RLSA and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or the Purchaser to perform any of their respective obligations with respect to such Receivable under the RLSA.
Repurchase of Receivables Upon Breach of Warranty. Upon the ------------------------------------------------- occurrence of a Repurchase Event, AFS shall, unless the breach which is the subject of such Repurchase Event shall have been cured in all material respects, repurchase the Receivable relating thereto from the Issuer and, simultaneously with the repurchase of the Receivable, AFS shall deposit the Purchase Amount in full, without deduction or offset, to the Collection Account, pursuant to Section 3.2 of the Sale and Servicing Agreement. It is understood and agreed that, except as set forth in Section 6.1 hereof, the obligation of AFS to repurchase any Receivable, as to which a breach occurred and is continuing, shall, if such obligation is fulfilled, constitute the sole remedy against AFS for such breach available to Purchaser, the Issuer, the Insurer, the Backup Servicer, the Noteholders, the Certificateholder, the Trust Collateral Agent on behalf of the Noteholders or the Owner Trustee on behalf of the Certificateholder. The provisions of this
Repurchase of Receivables Upon Breach of Warranty. Upon the occurrence of a PAC Repurchase Event, PAC shall, unless such breach shall have been cured in all material respects, repurchase the related Receivable from Paragon Auto as of the second Accounting Date (or at PAC's election, the first Accounting Date) following its discovery or its receipt of notice of any such PAC Repurchase Event and, on or before the Deposit Date following such Accounting Date, PAC shall pay the Purchase Amount to Paragon Auto and Paragon Auto shall deposit or cause to be deposited such Purchase Amount into the Collection Account pursuant to Section 4.4 of the Sale and Servicing Agreement; provided, however, that the maximum aggregate purchase obligation of PAC with respect to breaches of the representation and warranty made in clause (C) of paragraph 4 of the Schedule B hereto shall not exceed an amount equal to 10% of the aggregate principal balance of all Receivables originated after _______, ____. The obligation of PAC to repurchase any Receivable as to which a breach has occurred and is continuing shall, if such obligation is fulfilled, constitute the sole remedy against PAC for such breach available to Paragon Auto, the Indenture Trustee on behalf of the Noteholders or the Noteholders.
