Common use of Sale of the First-Tier Assets Clause in Contracts

Sale of the First-Tier Assets. (a) Effective as of the 20[__]-[_] Closing Date, the Seller sells, transfers, assigns and otherwise conveys to the Purchaser, without recourse, all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the 20[__]-[_] Exchange Note and all of the Seller’s rights under the 20[__]-[_] Basic Documents, including all monies paid thereon and all monies due thereon after the 20[__]-[_] Cutoff Date (collectively, the “First-Tier Assets”). (b) The Purchaser accepts the sales, transfers, assignments and conveyances made pursuant to Section 2.01(a) and pays to the Seller, as payment for the 20[__]-[_] Exchange Note, the “Exchange Note Purchase Price” which is equal to the net proceeds of the sale of the 20[__]-[_] ABS Notes. The First-Tier Assets will become the property and rights of the Purchaser.

Sale of the First-Tier Assets. (a) Effective as of the 20[__]-[__] Closing Date, the Seller sells, transfers, assigns and otherwise conveys to the Purchaser, without recourse, all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the 20[__]-[__] Exchange Note and all of the Seller’s rights under the 20[__]-[__] Basic Documents, including all monies paid thereon and all monies due thereon after the 20[__]-[__] Cutoff Date (collectively, the “First-Tier Assets”). (b) The Purchaser accepts the sales, transfers, assignments and conveyances made pursuant to Section 2.01(a) and pays to the Seller, as payment for the 20[__]-[__] Exchange Note, the “Exchange Note Purchase Price” which is equal to (i) the net proceeds of the sale of the 20[__]-[__] ABS NotesNotes and (ii) the Certificates. The First-Tier Assets will become the property and rights of the Purchaser.