Repurchase Programs. With respect to each Vehicle leased by each Lessee (a) unless previously purchased by such Lessee pursuant to this Agreement, turn in such Vehicle to the relevant Manufacturer within the Repurchase Period therefor, (b) dispose of such Vehicle under the applicable Repurchase Program according to its historical practice and in accordance with the requirements of such Repurchase Program, and (c) comply with all of its (and the Lessor's) obligations under the applicable Repurchase Program.
Repurchase Programs. With respect to each Group IV Repurchase Vehicle leased by each Lessee hereunder (a) unless previously purchased by such Lessee pursuant to this Agreement, redesignated as a Group IV Non-Repurchase Vehicle pursuant to Section 14 hereof or, in the case of any Group IV Type II Repurchase Vehicle, otherwise disposed of outside the applicable Repurchase Program in accordance with 3.2, turn in such Group IV Repurchase Vehicle to the relevant Manufacturer within the Repurchase Period therefor, (b) dispose of such Group IV Repurchase Vehicle under the applicable Repurchase Program according to its historical practice and in accordance with the requirements of such Repurchase Program, and (c) comply with all of its (and the Lessor's) obligations under the applicable Repurchase Program.
Repurchase Programs. NFC agrees that it will (i) provide the Liquidity Agent, the Dealers and each Rating Agency with at least 30 days' prior written notice of its intention to make Loans to National under the Loan Agreement for the purchase or financing of Vehicles manufactured by any new Manufacturer, (ii) provide the Liquidity Agent, the Dealers and each Rating Agency with a copy of the draft Repurchase Program of such Manufacturer as it then exists at the time of such notice and a copy of the final Repurchase Program promptly upon its being available and (iii) certify to the Liquidity Agent and the Liquidity Lenders that such new Manufacturer is an Eligible Manufacturer and that such Repurchase Program is an Eligible Repurchase Program at such time. In no event shall NFC agree, to the extent any consent of NFC is solicited or required by the Manufacturer or any assignor of such Repurchase Program, to any change in any Repurchase Program that is reasonably likely to materially adversely affect its rights or the rights of the Secured Parties with respect to any Vehicle previously purchased under such Repurchase Program.
Repurchase Programs. 35 Section 24.7.
Repurchase Programs. 31 Section 23.17. Title to Assets ........................................................................... 31 Section 23.18. Accuracy of Information ................................................................... 31 Section 23.19.
Repurchase Programs. On the date of each Borrowing, each Manufacturer and each Repurchase Program in respect of which any portion of the Borrowing Base is calculated (including any portion of the Borrowing Base comprising the amount of the Series 1996-2 Invested Amount used to refinance, finance or purchase Vehicles of or from such Manufacturer) shall be an Eligible Manufacturer and Eligible Repurchase Program, respectively."
(l) Clauses (a) through (h) of Section 8.
1.1 are amended in full to read:
(a) promptly upon the delivery by National to NFC, copies of the financial information and other materials required to be delivered by National to NFC pursuant to Section 24.7(i) of the Lease;
(b) promptly upon the delivery by National to NFC, copies of the financial information and other materials required to be delivered by National to NFC pursuant to Section 24.7(ii) of the Lease;
(c) [reserved];
(d) from time to time such additional information regarding the condition, financial or otherwise, or operations of National as the Liquidity Agent may reasonably request to the extent that National delivers such information to NFC pursuant to Section 24.7(xi) of the Lease;
(e) at the time of delivery of the items described in clauses (a) and (b) above, a certificate of an officer of NFC that, except as provided in any certificate delivered in accordance with Section 8.1.9, no Amortization Event or (to the best of such officer's knowledge) Potential Amortization Event has occurred or is continuing during such fiscal quarter;
(f) on or prior to June 30 of each year, a certificate of the chief financial officer of NFC certifying that (i) the ratings assigned by the Rating Agencies in respect of the commercial paper issued by NFC have not been withdrawn or downgraded below A-1 by S&P or P-1 by Moodx'x xxxce the date of this Liquidity Agreement, (ii) the face amount of each Series 1996-2 Fronting Letter of Credit satisfies the requirements of each Rating Agency, (iii) no change in the Repurchase Program of any Manufacturer in respect of any new model year shall have given rise to any request on the part of the Rating Agencies that any modification be made to the Series 1996-2 Note, the Series 1996-2 Supplement, the Lease or any other Related Document, and (iv) NFC has apprised the Rating Agencies of all material changes in the Repurchase Programs occurring since the date of this Liquidity Agreement;
(g) promptly following the introduction of any prospective change in any Repurchase Program ...
Repurchase Programs. (a) With respect to any Repurchase Program for any model year after the 1994 model year pursuant to which TFFC proposes to acquire Vehicles, prior to TFFC's acquisition of any Vehicle from any Manufacturer under such Repurchase Program, TFFC will (i) execute and deliver in favor of the Trustee an Assignment Agreement, (ii) if any Series of Notes is then being rated by Standard & Poor's or DCR, deliver a written confirmation from Standard & Poor's or DCR, as the case may be, that the acquisition of Vehicles pursuant to such Repurchase Program will not result in the reduction or withdrawal of any rating issued by Standard & Poor's or DCR in respect of such Series of Notes and (iii) obtain the consent of the Required Beneficiaries if such Repurchase Program is operated by a Manufacturer other than Ford, General Motors or Chrysler which has a long-term unsecured debt rating of "A" or less from Standard & Poors.
(b) TFFC will (a) provide the Trustee with at least 30 days' prior written notice of its intention to purchase Vehicles from any new Manufacturer, (b) provide the Trustee with a copy of the Repurchase Program of such Manufacturer at the time of such notice and (c) certify to the Trustee and the Noteholders that such new Manufacturer is an Eligible Manufacturer and that such Repurchase Program is an Eligible Repurchase Program at such time. In no event shall TFFC agree, to the extent any consent of TFFC is solicited or required by the Manufacturer or any assignor of such Repurchase Program, to any change in any Repurchase Program that would adversely affect its rights or the rights of the Noteholders with respect to any Vehicle previously purchased or financed under such Repurchase Program.
(c) The parties hereto expressly acknowledge that the Trustee was directed by TFFC and Team to enter into the Assignment Agreements and that the Trustee shall be held harmless by TFFC and Team in connection with its execution of or consent to such documentation, other than for actions by the Trustee that constitute negligence or willful misconduct. All Noteholders, by their acceptance of their respective Notes, consent to the Trustee's execution and delivery of such Assignment Agreements.
Repurchase Programs. The Servicer shall promptly transfer its electronic records relating to the Vehicles to the Successor Servicer in such electronic form as the successor Servicer may reasonably request and shall promptly transfer to the Successor Servicer all of its records, correspondence and documents necessary for the continued servicing of the Vehicles in the manner and at such times as the Successor Servicer shall reasonably request. To the extent that the compliance with this Section 4.16 shall require the Servicer to disclose to the Successor Servicer information of any kind which the Servicer reasonably deems to be confidential, the Successor Servicer shall be required to enter into such customary licensing and confidentiality agreements as the Servicer shall reasonably deem necessary to protect its interest.
Repurchase Programs. SECTION 8.1.15. Use of Proceeds of Commercial Paper Notes......... 44 SECTION 8.1.16. Vehicles.......................................... 44 SECTION 8.2. Negative Covenants................................ 44 SECTION 8.2.1. Liens............................................. 44 SECTION 8.2.2. Other Indebtedness................................ 44 SECTION 8.2.3. Consolidations and Mergers........................ 45 SECTION 8.2.4. Sales of Assets................................... 45 SECTION 8.2.5. Acquisition of Assets............................. 45 SECTION 8.2.6. Dividends, Officers' Compensation, etc............ 45 SECTION 8.2.7. Name; Chief Executive Office...................... 45 SECTION 8.2.8. Organic Documents................................. 45 SECTION 8.2.9. Investments....................................... 45
Repurchase Programs. No Manufacturer Default or Manufacturer Ineligibility Event has occurred and is continuing.
