Common use of Sale of Receivables Clause in Contracts

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii) shall be commercially reasonable. Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii). No purchaser or transferee at any such sale shall be bound to ascertain Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii), Indenture Trustee shall solicit, or cause to be solicited, bids for the sale of Receivables (or interests therein), in the amount specified in Section 5.05(a)(iii). Indenture Trustee shall sell, or cause to be sold, such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.

Sale of Receivables. (a) The method, manner, time, place and If the Receivables are to be sold under the terms of any Section 5.05(a)(ii), the Indenture Trustee, or its agents, shall, unless another method of sale is directed in writing by the holders of a majority of the Outstanding principal amount of the Notes of all Series, use its best efforts to sell, dispose or otherwise liquidate the Receivables (or interests therein) pursuant by the solicitation of competitive bids and on terms equivalent to Section 5.05(a)(iii) shall be commercially reasonablethe best purchase offer as determined by the Indenture Trustee. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.05(a)(ii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii5.05(a)(ii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from all Noteholders and Permitted Assignees for the sale of Receivables (or interests therein)in an amount equal to the Allocation Amount of the accelerated Series of Notes at the time of sale, in as shall constitute a part of the amount specified in Section 5.05(a)(iii)Trust Estate. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in accordance with Section 5.05(b). In connection with any such sale of Receivables or interests therein, the applicable Indenture SupplementTrustee may contract with agents to assist in such sales.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iiiSECTION 5.5(a)(iii) shall be commercially reasonable. Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iiiSECTION 5.5(a)(iii). No purchaser or transferee at any such sale shall be bound to ascertain Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iiiSECTION 5.5(a)(iii), Indenture Trustee shall solicit, or cause to be solicited, bids for the sale of Principal Receivables (or interests therein), ) in any amount equal to the amount specified in Section 5.05(a)(iiiCollateral Amount of the affected Series of Notes at the time of sale and the related Finance Charge Receivables (or interests therein). Indenture Trustee shall sell, or cause to be sold, such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii5.5(a)(iii) shall be commercially reasonable. The Indenture ------------------- Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.5(a)(iii). No purchaser or transferee at any such sale ------------------- shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii------- 5.5(a)(iii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids for the sale of Principal ----------- Receivables in any amount equal to the Collateral Amount of the affected Series of Notes at the time of sale and the related Finance Charge Receivables (or interests therein). The Seller or any of its affiliates shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (i) at -------- least one participant other than the Seller and any of its affiliates must submit a bona fide offer, and (ii) the Seller and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of Issuer the Trust in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii5.05(a), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge Receivables (or interests therein). The Transferors or any of their affiliates (other than Conseco Finance Corp. ) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferors and any of their affiliates must submit a bona fide offer, and (b) the Transferors and any of their affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iiiSection (a) (iii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the product of (x) the Invested Amount with respect to the affected Series of Notes at the time of sale and (y) a fraction, the numerator of which is one and the denominator of which is equal to the excess of one over the Discount Percentage, and the related Finance Charge Receivables (or interests therein). The Transferor or any of its affiliates (other than ACCS) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (b) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii5.05(a), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge and Administrative Receivables (or interests therein). The Transferor or any of its affiliates (other than Household Receivables Acquisition Company II ) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that to the extent that the Transferor or any of its Affiliates retains an interest in the amount specified Transferor Amount, neither the Transferor nor any such Affiliates shall be entitled to participate in Section 5.05(a)(iii)the bidding of such sale. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be --------------- commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any -------------------- ---- such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii), ------- 5.05 (a) the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for ------- the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge and Administrative Receivables (or interests therein). The Transferor or any of its affiliates (other than Household Receivables Acquisition Company II ) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (b) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.accordance with Section 5.05(b). ---------------

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.5(a) shall be commercially reasonableas directed by the Holders of Notes representing more than 50% of the Outstanding Amount of the Notes of the relevant Series (or, in the case of Section 5.5(a)(v), 66-2/3%). The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.5(a). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii), 5.5(a) the Indenture Trustee by itself or acting through its agents shall solicit, or cause to be solicited, solicit competitive bids from Permitted Assignees for the sale of Receivables (in an amount equal to the Invested Amount of the accelerated Series of Notes at the time of sale. The Transferor or interests therein)any of its Affiliates shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in the amount specified in Section 5.05(a)(iii)connection with, such bidding process. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) on terms equivalent to the bidder with best purchase offer as determined by the highest cash purchase offerIndenture Trustee upon the advice of its independent investment advisor. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.5(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Receivables (or interests therein)Principal Receivables, in an amount equal to the Allocation Amount of the accelerated Series of Notes at the time of sale, and the related Finance Charge Receivables, as shall constitute a part of the Trust Estate. The Transferor or any of its affiliates who are Permitted Assignees (other than CompuCredit) shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (b) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with SECTION 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii5.05(a), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge and Administrative Receivables (or interests therein). The Transferor or any of its affiliates (other than Household Receivables Acquisition Company II) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that to the extent that the Transferor or any of its Affiliates retains an interest in the amount specified Transferor Amount, neither the Transferor nor any such Affiliates shall be entitled to participate in Section 5.05(a)(iii)the bidding of such sale. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iiiSECTION 5.05(a)(ii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the product of (i) the Allocation Amount of the accelerated Series of Notes at the time of sale and (ii) one divided by the excess of one over the Discount Percentage, and the related Finance Charge Receivables, as shall constitute a part of the Trust Estate. The Transferor or interests therein)any of its affiliates who are Permitted Assignees (other than CompuCredit) shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (b) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with SECTION 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and If the Receivables are to be sold under the terms of any Section 5.05(a)(ii), the Indenture Trustee, or its agents, shall, unless another method of sale is directed in writing by the holders of a majority of the Outstanding principal amount of the Notes of all Series, use its best efforts to sell, dispose or otherwise liquidate the Receivables (or interests therein) pursuant by the solicitation of competitive bids and on terms equivalent to Section 5.05(a)(iii) shall be commercially reasonablethe best purchase offer as determined by the Indenture Trustee. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.05(a)(ii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii5.05(a)(ii), the Indenture Trustee shall solicitsolicit bids from Permitted Assignees, or cause to be solicitedbased upon the written direction of the Servicer, bids for the sale of Principal Receivables (or interests therein)in an amount equal to the Allocation Amount of the accelerated Series of Notes at the time of sale and the related Finance Charge Receivables, in as shall constitute a part of the amount specified in Section 5.05(a)(iii)Trust Estate. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in accordance with Section 5.05(b). In connection with any such sale of Receivables or interests therein, the applicable Indenture SupplementTrustee may contract with agents to assist in such sales.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii5.5(a)(iii) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii5.5(a)(iii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii5.5(a)(iii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids for the sale of Principal Receivables (or interests therein) in an amount equal to the Invested Amount of the affected Series of Notes at the time of sale and the related Finance Charge Receivables (or interests therein). The Transferor or any of its affiliates shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided, however, that (i) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (ii) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. Any such sale shall occur during the period beginning on a Determination Date and ending on the following Distribution Date, in each case with respect to the affected Series of Notes, and shall be based on the Invested Amount of the affected Series of Notes as set forth in the monthly certificate delivered by the Servicer on such Determination Date pursuant to Section 3.4(c) of the Pooling and Servicing Agreement or Section 3.4(c) of the Transfer and Servicing Agreement, as applicable. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.

Sale of Receivables. (a) The method, manner, time, place and If the Receivables are to be sold under the terms of any Section 5.05(a)(ii), the Indenture Trustee, or its agents, shall, unless another method of sale is directed in writing by the holders of a majority of the Outstanding principal amount of the Notes of all Series, use its best efforts to sell, dispose or otherwise liquidate the Receivables (or interests therein) pursuant by the solicitation of competitive bids and on terms equivalent to Section 5.05(a)(iii) shall be commercially reasonablethe best purchase offer as determined by the Indenture Trustee. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.05(a)(ii). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii5.05(a)(ii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for the sale of Principal Receivables in an amount equal to the product of (i) the Allocation Amount of the accelerated Series of Notes at the time of sale and (ii) one divided by the excess of one over the Discount Percentage, and the related Finance Charge Receivables, as shall constitute a part of the Trust Estate. The Transferor or interests therein)any of its affiliates who are Permitted Assignees (other than CompuCredit) shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferor and any of its affiliates must submit a bona fide offer, and (b) the Transferor and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in accordance with Section 5.05(b). In connection with any such sale of Receivables or interests therein, the applicable Indenture SupplementTrustee may contract with agents to assist in such sales.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests therein) pursuant to Section 5.05(a)(iii5.5(a)(iii) shall be commercially reasonable. The Indenture ------------------ Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii5.5(a)(iii). No purchaser or transferee at any such sale ------------------ shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy pursuant to Section 5.05(a)(iii------- 5.5(a)(iii), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids for the sale of Principal ----------- Receivables and the related Finance Charge Receivables (or interests therein)) in any amount equal to the Collateral Amount of the affected Series of Notes at the time of sale. The Seller or any of its affiliates shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (i) at -------- least one participant other than the Seller and any of its affiliates must submit at bona fide offer, and (ii) the Seller and any of its affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii5.05(a), the Indenture Trustee shall solicit, or cause to be solicited, solicit bids for the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge and Administrative Receivables (or interests therein). The Transferor or any of its Affiliates shall be entitled to participate in such bidding process; provided, however, to the extent that the Transferor or any of its Affiliates retains an interest in the amount specified Transferor Amount, neither the Transferor nor any such Affiliates shall be entitled to participate in Section 5.05(a)(iii)the bidding of such sale. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplementaccordance with Section 5.05(b).

Sale of Receivables. (a) The method, manner, time, place and terms of any sale of Receivables (or interests interest therein) pursuant to Section 5.05(a)(iii5.05(a) shall be --------------- commercially reasonable. The Indenture Trustee may from time to time postpone any sale by public announcement made at the time and place of such sale. The Indenture Trustee hereby expressly waives its right to any amount fixed by law as compensation for any sale. (b) The Indenture Trustee is hereby irrevocably appointed the agent and attorney-in-fact of the Issuer in connection with any sale of Receivables pursuant to Section 5.05(a)(iii) and (iv). No purchaser or transferee at any -------------------- ---- such sale shall be bound to ascertain the Indenture Trustee’s 's authority, inquire into the satisfaction of any conditions precedent or see to the application of any monies. (c) In its exercise of the foreclosure remedy Foreclosure Remedy pursuant to Section 5.05(a)(iii), ------- 5.05 (a) the Indenture Trustee shall solicit, or cause to be solicited, solicit bids from Permitted Assignees for ------- the sale of Principal Receivables in an amount equal to the Invested Amount with respect to the affected Series of Notes at the time of sale and the related Finance Charge Receivables (or interests therein). The Transferors or any of their affiliates (other than Conseco Finance Corp. ) who are Permitted Assignees shall be entitled to participate in, and to receive from the Indenture Trustee a copy of each other bid submitted in connection with, such bidding process; provided that (a) at least one participant other than the Transferors and any of their affiliates must submit a bona fide offer, and (b) the Transferors and any of their affiliates are prohibited from bidding an amount specified in Section 5.05(a)(iii)which exceeds fair value for the transferred assets. The Indenture Trustee shall sell, or cause to be sold, sell such Receivables (or interests therein) to the bidder with the highest cash purchase offer. The proceeds of any such sale shall be applied as specified in the applicable Indenture Supplement.accordance with Section ------- 5.05(b). -------