The Offered Securities. The Depositor proposes to sell pursuant to the applicable Underwriting Agreement to the several Underwriters named therein equipment contract backed notes (the "Securities") representing indebtedness secured primarily by the property of a trust which consists of two pledged notes (the "Pledged Notes") which are secured by a pool of receivables consisting of direct finance leases and commercial loans (the "Contracts"), the security interests in the underlying equipment (the "Equipment") and certain related property. The Securities will be issued pursuant to an Indenture (the "Indenture") by and between ABFS Equipment Contract Trust 1999-A, as issuer (the "Issuer"), American Business Leasing, Inc., as servicer (the "Servicer") and The Chase Manhattan Bank, as indenture trustee (the "Indenture Trustee"). The Issuer will be formed, at the direction of the Depositor, pursuant to the terms of a Trust Agreement (the "Trust Agreement"), among the Transferors, the Depositor, and First Union Trust Company, as owner trustee (the "Owner Trustee"). The Contracts will be by the Originator to ABFS Residual LLC 1999-A and ABFS Finance LLC 1999-A (together, the "Transferors") pursuant to the terms of a Receivables Sale Agreement (the "Receivables Sale Agreement"), among the Originator and the Transferors. The Transferors will, at the direction of the Depositor, contribute the Contracts to the Issuer pursuant to the terms of a Receivables Pledge Agreement (the "Receivables Pledge Agreement"), among the Issuer, the Depositor, the Indenture Trustee, and the Transferors. The Contracts will be serviced by the Servicer pursuant to the terms of a Servicing Agreement ("Servicing Agreement"), by and among the Originator, the Transferors, the Servicer, Chase Bank of Texas, N.A., as collateral agent (the "Collateral Agent"), the Issuer and the Indenture Trustee. The Class A Notes will have the benefit of a note insurance policy (the "Policy") issued by Financial Security Assurance Inc. (the "Note Insurer") pursuant to the terms of an Insurance and Indemnity Agreement (the "Insurance Agreement") among the Note Insurer, the Originator, the Transferors, the Issuer, ABFS Special Purpose Management, Inc. (the "Manager") and American Business Credit, Inc. ("ABC"). The Indenture, Trust Agreement, Receivables Sale Agreement, Receivables Pledge Agreement, Insurance Agreement and Servicing Agreement are collectively referred to herein as the "Transaction Documents". The terms and rights of any...
The Offered Securities. The Offered Securities are in the form contemplated by the Indenture and have been duly authorized by the Company and, when issued and delivered pursuant to the Indenture to and paid for by the Underwriters in accordance with the terms of this Agreement, will have been duly executed, authenticated, issued and delivered by the Company and will constitute valid and legally binding obligations of the Company, enforceable in accordance with their terms, and be entitled to the benefits provided by the Indenture, subject in each case to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and similar laws of general applicability relating to or affecting creditors’ rights and to general equity principles.
The Offered Securities. The Depositor proposes to sell pursuant to the applicable Underwriting Agreement to the several Underwriters named therein home equity loan certificates (the "Securities") representing beneficial ownership interests in a trust, the trust property of which consists of a pool of home equity loans (the "Mortgage Loans") and certain related property. The Securities will be issued pursuant to a pooling and servicing agreement (the "Pooling and Servicing Agreement") by and among the Depositor, American Business Credit, Inc., as Servicer (the "Servicer") and The Chase Manhattan Bank, as trustee (the "Trustee"). The terms and rights of any particular issuance of Securities shall be as specified in the Underwriting Agreement relating thereto and in or pursuant to the Pooling and Servicing Agreement identified in such Underwriting Agreement. The Securities which are the subject of any particular Underwriting Agreement into which this Agreement is incorporated are herein referred to as the "Offered Securities."
The Offered Securities. The Offered Securities to be issued and sold by the Company hereunder have been duly authorized by the Company and, when issued and delivered and paid for as provided herein, will be duly and validly issued, will be fully paid and nonassessable and will conform to the descriptions thereof in the Registration Statement, the Pricing Disclosure Package and the Prospectus; and the issuance of the Offered Securities is not subject to any preemptive or similar rights.
The Offered Securities. The Depositor proposes to sell pursuant to the applicable Underwriting Agreement to the several Underwriters named therein home equity loan asset backed notes (the "Securities") representing beneficial ownership interests in a trust, the trust property of which consists of a pool of Mortgage Loans and certain related property. The Securities will be issued pursuant to an Indenture dated as of May 1, 1999 between the Trust and First Union National Bank, as Indenture Trustee (the "Trustee"). The underlying home equity loans are to be serviced pursuant to a Sale and Servicing Agreement dated as of May 1, 1999 (the "Sale and Servicing Agreement") by and among the Trust, the Depositor, HomeGold, Inc. (the "Servicer") and the Trustee. The terms and rights of any particular issuance of Securities shall be as specified in the Underwriting Agreement relating thereto and in or pursuant to the Sale and Servicing Agreement identified in such Underwriting Agreement. The Securities which are the subject of any particular Underwriting Agreement into which this Agreement is incorporated are herein referred to as the "Offered Securities."
The Offered Securities. The Depositor proposes to sell pursuant to the applicable Underwriting Agreement to the several Underwriters named therein home equity loan pass-through certificates (the "Securities") representing beneficial ownership interests in a trust, the trust property of which consists of a pool of Mortgage Loans and certain related property. The Securities will be issued pursuant to a pooling and servicing agreement dated as of March 1, 1998 (the "Pooling and Servicing Agreement") by and among the Depositor, Emergent Mortgage Corp. (the "Servicer"), First Union National Bank, as Trust Administrator (the "Trust Administrator") and Wilmington Trust Company, as trustee (the "Trustee"). The terms and rights of any particular issuance of Securities shall be as specified in the Underwriting Agreement relating thereto and in or pursuant to the Pooling and Servicing Agreement identified in such Underwriting Agreement. The Securities which are the subject of any particular Underwriting Agreement into which this Agreement is incorporated are herein referred to as the "Offered Securities."
The Offered Securities. The Depositor proposes to cause the Issuer to sell, pursuant to the Underwriting Agreement to the several Underwriters named therein, asset backed notes (the "Securities") representing obligations of the Issuer, which obligations are secured by a pledge of mortgage loans (the "Mortgage Loans") and certain related property. The Securities will be issued pursuant to an indenture (the "Indenture") dated as of June 1, 1998 by and between the Issuer and Norwest Bank Minnesota, National Association., as indenture trustee (the "Trustee"). The underlying loans were originated by Mortgage Lenders Network USA, Inc. (the "Seller") and are to be serviced pursuant to a Servicing Agreement dated as of June 1, 1998 by and among the Issuer, Mortgage Lenders Network USA, Inc., as servicer (the "Servicer") and the Trustee. The terms and rights of any particular issuance of Securities shall be as specified in the Underwriting Agreement relating thereto and in or pursuant to the Indenture identified in such Underwriting Agreement. The Securities which are the subject of any particular Underwriting Agreement into which this Agreement is incorporated are herein referred to as the "Offered Securities."
The Offered Securities. Upon the terms herein set forth, the Company agrees to issue and sell to the several Underwriters an aggregate of 5,250,000 Firm Shares and 775,000 Pre-Funded Warrants. On the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Underwriters agree, severally and not jointly, to purchase from the Company the respective number of Firm Shares and Pre-Funded Warrants set forth opposite their names on Schedule A. The purchase price per Firm Share to be paid by the several Underwriters to the Company shall be $7.379 and the purchase price per Pre-Funded Warrant to be paid by the several Underwriters to the Company shall be $7.369.
The Offered Securities. Upon the terms herein set forth, the Company agrees to issue and sell to the several Underwriters an aggregate of 26,246,720 Shares. On the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Underwriters agree, severally and not jointly, to purchase from the Company the respective number of Shares set forth opposite their names on Schedule A. The purchase price per Share to be paid by the several Underwriters to the Company shall be $3.5814 per share.
The Offered Securities. 1.8 The Opinion Party’s Restated Articles of Incorporation, dated July 28, 1999, as certified by the Opinion Party and the Secretary of State of the State of Nevada;
