Common use of Sale of Purchased Property; Payment of Purchase Price Clause in Contracts

Sale of Purchased Property; Payment of Purchase Price. (a) Effective as of the Closing Date and immediately before the transactions under the Sale and Servicing Agreement, the Trust Agreement and the Indenture, the Sponsor sells and assigns to the Depositor, without recourse (subject to the obligations of the Sponsor under this Agreement), all right, title and interest of the Sponsor, whether now owned or hereafter acquired, in and to the Purchased Property. (b) In consideration for the Purchased Property, the Depositor will pay to the Sponsor $1,829,526,188.22 in cash by federal wire transfer (same day) funds on the Closing Date. The Depositor and the Sponsor each represents and warrants to the other that the amount of cash paid by the Depositor on the Closing Date, together with the increase in the value in the Sponsor’s capital in the Depositor, is equal to the fair market value of the Receivables and the other Purchased Property. (c) The sale of the Purchased Property made under this Agreement is not, and is not intended to result in, an assumption by the Depositor of any obligation of the Sponsor to the Obligors, the Dealers or any other Person regarding the Receivables and the other Purchased Property.

Sale of Purchased Property; Payment of Purchase Price. (a) Effective as of the Closing Date and immediately before the transactions under the Sale and Servicing Agreement, the Trust Agreement and the Indenture, the Sponsor sells and assigns to the Depositor, without recourse (subject to the obligations of the Sponsor under this Agreement), all right, title and interest of the Sponsor, whether now owned or hereafter acquired, in and to the Purchased Property. (b) In consideration for the Purchased Property, the Depositor will pay to the Sponsor $1,829,526,188.22 1,567,717,905.32 in cash by federal wire transfer (same day) funds on the Closing Date. The Depositor and the Sponsor each represents and warrants to the other that the amount of cash paid by the Depositor on the Closing Date, together with the increase in the value in the Sponsor’s capital in the Depositor, is equal to the fair market value of the Receivables and the other Purchased Property. (c) The sale of the Purchased Property made under this Agreement is not, and is not intended to result in, an assumption by the Depositor of any obligation of the Sponsor to the Obligors, the Dealers or any other Person regarding the Receivables and the other Purchased Property.

Sale of Purchased Property; Payment of Purchase Price. (a) Effective as of the Closing Date and immediately before the transactions under the Sale and Servicing Agreement, the Trust Agreement and the Indenture, the Sponsor sells and assigns to the Depositor, without recourse (subject to the obligations of the Sponsor under this Agreement), all right, title and interest of the Sponsor, whether now owned or hereafter acquired, in and to the Purchased Property. (b) In consideration for the Purchased Property, the Depositor will pay to the Sponsor $1,829,526,188.22 1,568,223,078.33 in cash by federal wire transfer (same day) funds on the Closing Date. The Depositor and the Sponsor each represents and warrants to the other that the amount of cash paid by the Depositor on the Closing Date, together with the increase in the value in the Sponsor’s capital in the Depositor, is equal to the fair market value of the Receivables and the other Purchased Property. (c) The sale of the Purchased Property made under this Agreement is not, and is not intended to result in, an assumption by the Depositor of any obligation of the Sponsor to the Obligors, the Dealers or any other Person regarding the Receivables and the other Purchased Property.

Sale of Purchased Property; Payment of Purchase Price. (a) Effective as of the Closing Date and immediately before the transactions under the Sale and Servicing Agreement, the Trust Agreement and the Indenture, the Sponsor sells and assigns to the Depositor, without recourse (subject to the obligations of the Sponsor under this Agreement), all right, title and interest of the Sponsor, whether now owned or hereafter acquired, in and to the Purchased Property. (b) In consideration for the Purchased Property, the Depositor will pay to the Sponsor $1,829,526,188.22 1,567,139,096.61 in cash by federal wire transfer (same day) funds on the Closing Date. The Depositor and the Sponsor each represents and warrants to the other that the amount of cash paid by the Depositor on the Closing Date, together with the increase in the value in the Sponsor’s capital in the Depositor, is equal to the fair market value of the Receivables and the other Purchased Property. (c) The sale of the Purchased Property made under this Agreement is not, and is not intended to result in, an assumption by the Depositor of any obligation of the Sponsor to the Obligors, the Dealers or any other Person regarding the Receivables and the other Purchased Property.