Common use of Selection of Receivables Pools Clause in Contracts

Selection of Receivables Pools. The Receivables to be sold in each Receivables Pool shall be all of the Receivables purchased by the Transferor pursuant to the Master Sale Agreement (Warehouse) and shall have been selected in accordance with Section 3.1(d) of the Master Sale Agreement (Warehouse). If the Administrative Agent reasonably determines that such Receivables Pool does not appear to have been selected on a random basis (based on information reasonably requested by the Administrative Agent and provided by the Transferor comparing the Receivables to be sold to the Trust on the related Closing Date as compared against receivables originated by Carvana during the related Origination Period that meet the definition of an Eligible Receivable under the Loan and Servicing Agreement and are not being transferred to the Transferor pursuant to the Master Sale Agreement (Flow)), then the Administrative Agent, Carvana, the Transferor and the Trust will determine an approach to adjust the mix of Eligible Receivables in such Receivables Pool and the related CAR 2016-1 Purchased Property (as defined in the Master Sale Agreement (Warehouse) (including adding or removing Receivables meeting the definition of Eligible Receivables in the Loan and Security Agreement) to ensure that such Receivables Pool was randomly selected by Carvana and the Transferor and the Trust, as applicable. In such circumstance, Carvana, the Transferor, the Trust and the Administrative Agent will revisit this Section 3.1(d) to determine if changes thereto are needed to ensure future Receivables Pools and the related CAR 2016-1 Purchased Property are representative of receivables originated by Carvana during the related Origination Period that are eligible to be sold hereunder and that there was no adverse selection pursuant to the Freestyle Selection. The Transferor acknowledges and agrees that Carvana’s computer systems assign contract numbers to Contracts on a random basis and Carvana may not change such contract numbering system at any time without the Administrative Agent’s prior written consent (upon which, the Administrative Agent, Carvana, the Trust and the Transferor each agree to develop an alternative methodology in order to randomly select Contracts to be included in succeeding Receivables Pools and the related CAR 2016-1 Purchased Property).

Selection of Receivables Pools. The Receivables to be sold in each Receivables Pool shall be all of selected by the Receivables purchased Seller and the Transferor in accordance with the Selection Procedures, as selected by the Seller in accordance with the Selection Procedures and sold to the Transferor pursuant to the Master Sale Agreement Agreement, after the Transferor has determined that both before and after giving effect to such Selection Procedures, (Warehousei) each such Receivable meets the Eligible Receivable criteria and shall have been selected in accordance with Section 3.1(d(ii) each such Receivables Pool (after giving effect to such sale) meets the Eligible Receivables Pool criteria. If any of the Master Sale Agreement (Warehouse)Purchaser, the Seller or the Transferor determines that such Receivables Pool does not satisfy the criteria for an Eligible Receivables Pool, then the Seller and the Transferor shall, without any selection believed to be adverse to the Purchaser, randomly select Eligible Receivables for removal from such Receivables Pool that will positively impact the out of compliance criteria. If the Administrative Agent Purchasers reasonably determines determine that such Receivables Pool does not appear to have been selected on a random basis (based on information reasonably requested by the Administrative Agent Purchasers and provided by the Seller and the Transferor comparing the Receivables to be sold to the Trust Purchasers on the related Closing Date as compared against receivables originated by Carvana during the related Origination Period that meet the definition of an Eligible Receivable under the Loan and Servicing Agreement and are not being transferred sold to the Transferor pursuant to the Master Sale Agreement (Flow)Purchasers), then the Administrative Agent, CarvanaPurchasers, the Transferor Seller and the Trust Transferor will determine an approach to adjust the mix of Eligible Receivables in such Receivables Pool and the related CAR 2016-1 Purchased Property (as defined in the Master Sale Agreement (Warehouse) pool (including adding or removing Receivables meeting the definition of Eligible Receivables in the Loan and Security AgreementReceivables) to ensure that such Receivables Pool was randomly selected by Carvana the Seller and the Transferor and the Trust, as applicableTransferor. In such circumstance, Carvanathe Seller, the Transferor, the Trust Transferor and the Administrative Agent Purchasers will revisit this Section 3.1(d2.1(d) and the related definitions to determine if changes thereto are needed to ensure future Receivables Pools and the related CAR 2016-1 Purchased Property are representative of receivables originated by Carvana the Seller during the related Origination Period that are eligible to be sold hereunder and that there was no adverse selection pursuant to the Freestyle Selection. The Transferor acknowledges and agrees that Carvana’s computer systems assign contract numbers to Contracts on a random basis and Carvana may not change such contract numbering system at any time without the Administrative Agent’s prior written consent (upon which, the Administrative Agent, Carvana, the Trust and the Transferor each agree to develop an alternative methodology in order to randomly select Contracts to be included in succeeding Receivables Pools and the related CAR 2016-1 Purchased Property).

Selection of Receivables Pools. The Receivables to be sold in each Receivables Pool shall be all of selected by the Receivables purchased Seller and the Transferor in accordance with the Selection Procedures and such other documented administrative criteria as the Purchasers may agree to from time to time, as selected by the Seller in accordance with the Selection Procedures and sold to the Transferor pursuant to the Master Sale Agreement Agreement, after the Transferor has determined that both before and after giving effect to such Selection Procedures, (Warehousei) each such Receivable meets the Eligible Receivable criteria and shall have been selected in accordance (ii) (a) with Section 3.1(drespect to Receivables with a Cut-Off Date on or prior to March 19, 2020, such Receivables Pool together with all Receivable Pools previously purchased, meet the applicable Eligible Receivables Pool criteria and (b) with respect to Receivables with a Cut-Off Date after March 19, 2020, to the best of the Master Sale Agreement Transferor's knowledge, such Receivables Pool together with all Receivable Pools previously purchased, [***] Redacted for confidentiality purposes. meet the applicable Eligible Receivables Pool criteriaeach such Receivables Pool (Warehouse)after giving effect to such sale) meets the Eligible Receivables Pool criteria. If any of the Purchaser, the Seller or the Transferor determines that such Receivables Pool does not satisfy the applicable criteria for an Eligible Receivables Pool, then the Seller and the Transferor shall, without any selection believed to be adverse to the Purchaser, randomly select Eligible Receivables for removal from such Receivables Pool that will positively impact the out of compliance criteria. If the Administrative Agent Purchasers reasonably determines determine that such Receivables Pool does not appear to have been selected on a random basis after applying such documented administrative criteria as the Purchasers may agree to from time to time (based on information reasonably requested by the Administrative Agent Purchasers and provided by the Seller and the Transferor comparing the Receivables to be sold to the Trust Purchasers on the related Closing Date as compared against receivables originated by Carvana during the related Origination Period that meet the definition of an Eligible Receivable under the Loan and Servicing Agreement and are not being transferred sold to the Transferor pursuant to the Master Sale Agreement (Flow)Purchasers), then the Administrative Agent, CarvanaPurchasers, the Transferor Seller and the Trust Transferor will determine an approach to adjust the mix of Eligible Receivables in such Receivables Pool and the related CAR 2016-1 Purchased Property (as defined in the Master Sale Agreement (Warehouse) pool (including adding or removing Receivables meeting the definition of Eligible Receivables in the Loan and Security AgreementReceivables) to ensure that such Receivables Pool was randomly selected by Carvana the Seller and the Transferor and the Trust, as applicableTransferor. In such circumstance, Carvanathe Seller, the Transferor, the Trust Transferor and the Administrative Agent Purchasers will revisit this Section 3.1(d2.1(d) and the related definitions to determine if changes thereto are needed to ensure future Receivables Pools and the related CAR 2016-1 Purchased Property are representative of receivables originated by Carvana the Seller during the related Origination Period that are eligible to be sold hereunder and that there was no adverse selection pursuant to the Freestyle Selection. The Transferor acknowledges and agrees that Carvana’s computer systems assign contract numbers to Contracts on a random basis and Carvana may not change such contract numbering system at any time without the Administrative Agent’s prior written consent (upon which, the Administrative Agent, Carvana, the Trust and the Transferor each agree to develop an alternative methodology in order to randomly select Contracts to be included in succeeding Receivables Pools and the related CAR 2016-1 Purchased Property)."

Selection of Receivables Pools. The Receivables to be sold in each Receivables Pool shall be all of selected by the Receivables purchased Seller and the Transferor in accordance with the Selection Procedures and such other documented administrative criteria as the Purchasers may agree to from time to time, as selected by the Seller in accordance with the Selection Procedures and sold to the Transferor pursuant to the Master Sale Agreement Agreement, after the Transferor has determined that both before and after giving effect to such Selection Procedures, (Warehousei) each such Receivable meets the Eligible Receivable criteria and shall have been selected in accordance (ii) upon consultation with Section 3.1(dthe Purchasers, each such Receivables Pool (after giving effect to such sale) meets the Eligible Receivables Pool criteria. If any of the Master Sale Agreement (Warehouse)Purchaser, the Seller or the Transferor determines that such Receivables Pool does not satisfy the criteria for an Eligible Receivables Pool, then the Seller and the Transferor shall, without any selection believed to be adverse to the Purchaser, randomly select Eligible Receivables for removal from such Receivables Pool that will positively impact the out of compliance criteria. If the Administrative Agent Purchasers reasonably determines determine that such Receivables Pool does not appear to have been selected on a random basis after applying such documented administrative criteria as the Purchasers may agree to from time to time (based on information reasonably requested by the Administrative Agent Purchasers and provided by the Seller and the Transferor comparing the Receivables to be sold to the Trust Purchasers on the related Closing Date as compared against receivables originated by Carvana during the related Origination Period that meet the definition of an Eligible Receivable under the Loan and Servicing Agreement and are not being transferred sold to the Transferor pursuant to the Master Sale Agreement (Flow)Purchasers), then the Administrative Agent, CarvanaPurchasers, the Transferor Seller and the Trust Transferor will determine an approach to adjust the mix of Eligible Receivables in such Receivables Pool and the related CAR 2016-1 Purchased Property (as defined in the Master Sale Agreement (Warehouse) pool (including adding or removing Receivables meeting the definition of Eligible Receivables in the Loan and Security AgreementReceivables) to ensure that such Receivables Pool was randomly selected by Carvana the Seller and the Transferor and the Trust, as applicableTransferor. In such circumstance, Carvanathe Seller, the Transferor, the Trust Transferor and the Administrative Agent Purchasers will revisit this Section 3.1(d2.1(d) and the related definitions to determine if changes thereto are needed to ensure future Receivables Pools and the related CAR 2016-1 Purchased Property are representative of receivables originated by Carvana the Seller during the related Origination Period that are eligible to be sold hereunder and that there was no adverse selection pursuant to the Freestyle Selection. The Transferor acknowledges and agrees that Carvana’s computer systems assign contract numbers to Contracts on a random basis and Carvana may not change such contract numbering system at any time without the Administrative Agent’s prior written consent (upon which, the Administrative Agent, Carvana, the Trust and the Transferor each agree to develop an alternative methodology in order to randomly select Contracts to be included in succeeding Receivables Pools and the related CAR 2016-1 Purchased Property)."

Selection of Receivables Pools. The Receivables to be sold in each Receivables Pool shall be all of selected by the Receivables purchased Seller and the Transferor in accordance with the Selection Procedures, as selected by the Seller in accordance with the Selection Procedures and such other documented administrative criteria as the Purchasers may agree to from time to time, and sold to the Transferor pursuant to the Master Sale Agreement Agreement, after the Transferor has determined that both before and after giving effect to such Selection Procedures, (Warehousei) each such Receivable meets the Eligible Receivable criteria and shall have been selected in accordance (ii) (a) with Section 3.1(drespect to Receivables with a Cut-Off Date on or prior to March 19, 2020, such Receivables Pool together with all Receivable Pools previously purchased, meet the applicable Eligible Receivables Pool criteria and (b) with respect to Receivables with a Cut-Off Date after March 19, 2020, to the best of the Master Sale Agreement (Warehouse)Transferor's knowledge, such Receivables Pool together with all Receivable Pools previously purchased, meet the applicable Eligible Receivables Pool criteria. If any of the Purchaser, the Seller or the Transferor determines that such Receivables Pool does not satisfy the applicable criteria for an Eligible Receivables Pool, then the Seller and the Transferor shall, without any selection believed to be adverse to the Purchaser, randomly select Eligible Receivables for removal from such Receivables Pool that will positively impact the out of compliance criteria. If the Administrative Agent Purchasers reasonably determines determine that such Receivables Pool does not appear to have been selected on a random basis after applying such documented administrative criteria as the Purchasers may agree to from time to time (based on information reasonably requested by the Administrative Agent Purchasers and provided by the Seller and the Transferor comparing the Receivables to be sold to the Trust Purchasers on the related Closing Date as compared against receivables originated by Carvana during the related Origination Period that meet the definition of an Eligible Receivable under the Loan and Servicing Agreement and are not being transferred sold to the Transferor pursuant to the Master Sale Agreement (Flow)Purchasers), then the Administrative Agent, CarvanaPurchasers, the Transferor Seller and the Trust Transferor will determine an approach to adjust the mix of Eligible Receivables in such Receivables Pool and the related CAR 2016-1 Purchased Property (as defined in the Master Sale Agreement (Warehouse) pool (including adding or removing Receivables meeting the definition of Eligible Receivables in the Loan and Security AgreementReceivables) to ensure that such Receivables Pool was randomly selected by Carvana the Seller and the Transferor and the Trust, as applicableTransferor. In such circumstance, Carvanathe Seller, the Transferor, the Trust Transferor and the Administrative Agent Purchasers will revisit this Section 3.1(d2.1(d) and the related definitions to determine if changes thereto are needed to ensure future Receivables Pools and the related CAR 2016-1 Purchased Property are representative of receivables originated by Carvana the Seller during the related Origination Period that are eligible to be sold hereunder and that there was no adverse selection pursuant to the Freestyle Selection. The Transferor acknowledges and agrees that Carvana’s computer systems assign contract numbers to Contracts on a random basis and Carvana may not change such contract numbering system at any time without the Administrative Agent’s prior written consent (upon which, the Administrative Agent, Carvana, the Trust and the Transferor each agree to develop an alternative methodology in order to randomly select Contracts to be included in succeeding Receivables Pools and the related CAR 2016-1 Purchased Property).