Common use of REPURCHASES AND SUBSTITUTIONS OF RECEIVABLES FOR BREACH OF REPRESENTATIONS AND WARRANTIES Clause in Contracts

REPURCHASES AND SUBSTITUTIONS OF RECEIVABLES FOR BREACH OF REPRESENTATIONS AND WARRANTIES. The Originator hereby agrees, for the benefit of Funding and its assignees including the Purchaser, that it shall repurchase an Ineligible Receivable and any Receivable with respect to which there has been a breach of a representation or warranty under Article III of this Agreement (together with all related Receivables and related Assets), at a repurchase price equal to the Transfer Deposit Amount, not later than the next Determination Date which is at most thirty (30) days after the earlier of (i) the date the Originator becomes aware of, or (ii) receives written notice from the Purchaser, the Servicer or Funding of, the related breach or inaccuracy of representation. Originator's obligation hereunder shall relate solely to a breach or inaccurate representation which materially adversely affects a Receivable or with respect to Receivables for which the breach of a representation or warranty in the aggregate materially adversely affects the Purchaser. If the Originator is able to effect a substitution for any such Ineligible Receivable in compliance with Section 2.03, the Originator may, in lieu of repurchasing such Receivable, effect a substitution for such affected Receivable with a Substitute Receivable not later than the date a repurchase of such Ineligible Receivable would be required hereunder; provided further, in the event the Originator can cure, and in fact cures, the condition which created the "Ineligible Receivable" in the above described 30 day period the Originator shall not be obligated to substitute or repurchase such Receivable.

REPURCHASES AND SUBSTITUTIONS OF RECEIVABLES FOR BREACH OF REPRESENTATIONS AND WARRANTIES. The Originator In accordance with and subject to Section 2.7 of the Sale and Servicing Agreement, the Sellers hereby agreesjointly and severally agree, for the benefit of Funding Trust Depositor and its assignees including the PurchaserTrust, the Indenture Trustee and the Noteholders, that it they shall repurchase any Purchased Receivable that was an Ineligible Asset on the Transfer Date thereof or if an exception to a Receivable File is not rectified in accordance with Section 6.3(q) of the Sale and any Receivable with respect to which there has been a breach of a representation or warranty under Article III of this Servicing Agreement (together with all related Receivables and related Assets), at a repurchase price equal to the Transfer Deposit Amount, not later than the next Determination Date which is at most thirty (30) days after the earlier earliest to occur of (i) the date the Originator becomes aware of, discovery of such breach by such Seller or (ii) receives receipt by such Seller of written notice from the PurchaserIndenture Trustee, the Facility Administrator, the Servicer or Funding of, Trust Depositor of the related breach or inaccuracy of representation. Originator's obligation hereunder shall relate solely to a breach or inaccurate representation which materially adversely affects a Receivable or with respect to Receivables for which the breach of a representation or warranty in the aggregate materially adversely affects the Purchaserwarranty. If the Originator any Seller is able to effect a substitution for any such Ineligible Receivable Asset in compliance with Section 2.032.3, the Originator such Seller may, in lieu of repurchasing such ReceivableReceivable and subject to the terms, conditions and limitations of the Sale and Servicing Agreement, effect a substitution for such affected Receivable Ineligible Asset with a Substitute Receivable Asset not later than the date a repurchase of such Ineligible Receivable Asset would be required hereunder; provided further, in the event the Originator such Seller can or is permitted to cure, and in fact cures, the condition which created the "Ineligible ReceivableAsset" in the above described 30 day period the Originator period, such Seller shall not be obligated to substitute or repurchase such Receivable; provided that if the Ineligible Asset relates to a defective Receivable File described in clause (ii) of the definition of Ineligible Asset, no cure period shall be permitted. It is understood and agreed by the parties hereto that the payment obligations of the Obligors' in respect of the Receivables purchased hereunder shall not be the obligation of the Sellers or the Trust Depositor, except with respect to Servicer Advances as and to the extent provided in the Sale and Servicing Agreement and remedies associated with breaches of representations and warranties set forth above. The Issuer and the Noteholders shall bear the economic risk of the Obligors' failure to make payments on the Receivables.

REPURCHASES AND SUBSTITUTIONS OF RECEIVABLES FOR BREACH OF REPRESENTATIONS AND WARRANTIES. The Originator In accordance with and subject to Section 2.7 of the Sale and Servicing Agreement, the Sellers hereby agreesjointly and severally agree, for the benefit of Funding Trust Depositor and its assignees including the PurchaserTrust, the Indenture Trustee and the Noteholders, that it they shall repurchase (or substitute in accordance with the next sentence) any Purchased Receivable that was an Ineligible Asset on the Transfer Date thereof or if an exception to a Receivable File is not rectified in accordance with Section 6.3(q) of the Sale and any Receivable with respect to which there has been a breach of a representation or warranty under Article III of this Servicing Agreement (together with all related Receivables and related Assets), at a repurchase price equal to the Transfer Deposit Amount, not later than the next Determination Date which is at most thirty (30) days after the earlier earliest to occur of (i) the date the Originator becomes aware of, discovery of such breach by such Seller or (ii) receives receipt by such Seller of written notice from the PurchaserIndenture Trustee, the Facility Administrator, the Servicer or Funding of, Trust Depositor of the related breach or inaccuracy of representation. Originator's obligation hereunder shall relate solely to a breach or inaccurate representation which materially adversely affects a Receivable or with respect to Receivables for which the breach of a representation or warranty in the aggregate materially adversely affects the Purchaserwarranty. If the Originator any Seller is able to effect a substitution for any such Ineligible Receivable Asset in compliance with Section 2.036.1, the Originator such Seller may, in lieu of repurchasing such ReceivableReceivable and subject to the terms, conditions and limitations of the Sale and Servicing Agreement, effect a substitution for such affected Receivable Ineligible Asset with a Substitute Receivable Asset not later than the date a repurchase of such Ineligible Receivable Asset would be required hereunder; provided further, in the event the Originator such Seller can or is permitted to cure, and in fact cures, the condition which created the "Ineligible ReceivableAsset" in the above described 30 day period the Originator period, such Seller shall not be obligated to substitute or repurchase such Receivable; provided that if the Ineligible Asset relates to a defective Receivable File described in clause (ii) of the definition of Ineligible Asset, no cure period shall be permitted unless waived in writing by the Noteholders. It is understood and agreed by the parties hereto that the payment obligations of the Obligors' in respect of the Receivables purchased hereunder shall not be the obligation of the Sellers or the Trust Depositor, except with respect to Servicer Advances as and to the extent provided in the Sale and Servicing Agreement and remedies associated with breaches of representations and warranties set forth above. The Issuer and the Noteholders shall bear the economic risk of the Obligors' failure to make payments on the Receivables.