SALES CONDITIONS AND PROCEDURES Sample Clauses

SALES CONDITIONS AND PROCEDURES. The following conditions and procedures must be fulfilled in all material respects or ECFC will have no obligation to complete a sale:
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SALES CONDITIONS AND PROCEDURES. The following conditions and procedures must be fulfilled or Sallie Mae will have no obligation to comxxxxx a xxle: COMPLIANCE You have fulfilled all of your obligations under this Agreement. ACCURACY OF All of the representations and warranties made by you REPRESENTATIONS under Section 16 and Attachment D of this Agreement AND WARRANTIES are true in all material respects. DELIVERY OF With respect to Loans that were not both originated LOANS and serviced by us on your behalf, you agree to deliver the notes and other documentation for Loans you offer for sale to us on a schedule and in a manner we both reasonably establish. You agree to bear the risk of loss for the Loans until we receive them. We will provide you with a written receipt for your delivery. We will make a microfilm or computer-imaging record of the documents we receive. You agree that this record will be the final authority used to resolve any dispute over questions about whether a specific document was received by Sallie Mae unless you provide contrary prxxx. Xe will provide a copy of the record to you upon request. SERVICING The party servicing the Loans subject to sale will RESPONSIBILITY continue to do so until the Cutoff Date. The party servicing the Loans subject to sale will provide us with all reasonably necessary Account information on these Loans as of the Cutoff Date in the form and on the schedule we reasonably establish. You agree to ensure that any third party servicer will comply with these requirements. BILL OF SALE You will deliver 2 signed copies of a Bilx xx Sale in the form of Attachment C xxx each portfolio of Loans prior to the date of sale. This Bill of Sale will include a list of the Lxxxx we have agreed to buy. The list will have been prepared by the party servicing the Loans. We will complete our sections of the Bill of Sale and sign it as of the date of sale. ENDORSEMENT You agree to assign your entire interest in the Loans OF LOANS covered by the Bill of Sale to Sallie Mae. This assignmexx xill typicallx xxxx one of these two forms:
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Related to SALES CONDITIONS AND PROCEDURES

  • Environmental Compliance and Conditions Except as set forth on Schedule 3.16:

  • General Conditions (i) Each party will make each payment or delivery specified in each Confirmation to be made by it, subject to the other provisions of this Agreement.

  • Agreements, Conditions and Covenants The Purchaser shall have performed or complied in all material respects with all agreements, conditions and covenants required by this Agreement to be formed or complied with by it on or before the Closing Date.

  • TERMS, CONDITIONS AND COVENANTS In consideration of the Purchase Price, each of VL Funding and the VL Funding Eligible Lender Trustee hereby sells to each of Funding and the Interim Eligible Lender Trustee for the benefit of Funding the entire right, title and interest of VL Funding and the VL Funding Eligible Lender Trustee in the Loans accepted for purchase, subject to all the terms and conditions of the Purchase Agreement Master Securitization Terms Number 1000 (the “Master Terms”) and any amendments thereto, incorporated herein by reference, among VL Funding, the VL Funding Eligible Lender Trustee, Funding, the Servicer and the Interim Eligible Lender Trustee. The Initial Payment for the Initial Loans shall be specified in a certificate to be delivered on and dated the Closing Date. This document shall constitute the Initial Purchase Agreement referred to in the Master Terms and, except as modified herein, each term used herein shall have the same meaning as in the Master Terms. All references in the Master Terms to Loans, Eligible Loans, Initial Loans or Purchased Loans, as applicable, shall be deemed to refer to the Loans governed by this Initial Purchase Agreement. VL Funding hereby makes all the representations and warranties set forth in Sections 5(A) and (B) of the Master Terms regarding the Initial Loans described in the Initial Xxxx of Sale and the related Loan Transmittal Summary Form, as of the Closing Date. Each of VL Funding and the VL Funding Eligible Lender Trustee for the benefit of VL Funding authorizes the Interim Eligible Lender Trustee for the benefit of Funding to use a copy of the Initial Xxxx of Sale, including the Loan Transmittal Summary Form attached to the Initial Xxxx of Sale (in lieu of OE Form 1074), as official notification to the applicable Guarantors of assignment to the Interim Eligible Lender Trustee on behalf of Funding of the Initial Loans purchased pursuant hereto on the Closing Date. The parties hereto intend that the transfer of Purchased Loans described in the Initial Xxxx of Sale and related Loan Transmittal Summary Form be, and be construed as, a valid sale of such Purchased Loans. However, in the event that notwithstanding the intention of the parties, such transfer is deemed to be a transfer for security, then each of VL Funding and the VL Funding Eligible Lender Trustee hereby grants to Funding and the Interim Eligible Lender Trustee for the benefit of Funding a first priority security interest in and to all Purchased Loans described in the Initial Xxxx of Sale and related Loan Transmittal Summary Form to secure a loan in an amount equal to the Purchase Price of such Purchased Loans.

  • GENERAL COVENANTS, CONDITIONS AND AGREEMENTS The Company hereby further covenants and agrees with each Purchaser as follows:

  • Seller’s Conditions The obligations of Seller at the Closing are subject, at the option of Seller, to the satisfaction at or prior to the Closing of the following conditions:

  • Covenants, Conditions and Restrictions This Lease is subject to the effect of (i) any covenants, conditions, restrictions, easements, mortgages or deeds of trust, ground leases, rights of way of record and any other matters or documents of record; and (ii) any zoning laws of the city, county and state where the Building is situated (collectively referred to herein as "Restrictions") and Tenant will conform to and will not violate the terms of any such Restrictions.

  • Conditions for Advance and Conditions to Closing Section 7.1

  • Buyer’s Conditions The obligations of Buyer at the Closing are subject, at the option of Buyer, to the satisfaction at or prior to the Closing of the following conditions:

  • Payment Conditions All payments due hereunder are payable in United States dollars. No transfer, exchange, collection or other charges, including any wire transfer fees, shall be deducted from such payments. For sales of Licensed Products in currencies other than the United States, LICENSEE shall use exchange rates published in The Wall Street Journal on the last business day of the calendar quarter for which such payment is due.

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