Common use of Title to Receivables; Payment of Fees Clause in Contracts

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) Depositor will have good and marketable title to the Receivables listed in Schedule 1 to the Sale and Servicing Agreement, free and clear of any Lien, (B) Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby to, (C) Trust will be the sole owner of, each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (D) Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior Lien; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by the Depositor.

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) Depositor will have good and marketable title to the Receivables listed in Schedule 1 to the Sale and Servicing Agreement, free and clear of any Lien, (B) Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby to, (C) Trust will be the sole owner of, of each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (D) Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior Lien; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by the Depositor.

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) the Bank will sell to the Depositor will have good and marketable title to the Receivables listed in the Schedule 1 to the Sale and Servicing Agreementof Receivables, free and clear of any Lien, (B) the Depositor will have good and marketable title to the Receivables, free and clear of any Lien, (C) the Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby tothereby, (CD) the Trust will be the sole owner of, of each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (DE) the Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior LienLiens; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by each of the DepositorBank Entities.

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) the Bank will sell to the Depositor will have good and marketable title to the Receivables listed in the Schedule 1 to of Receivables as having been conveyed by the Sale and Servicing AgreementBank, free and clear of any Lien, (B) the Depositor will have good and marketable title to the Receivables, free and clear of any Lien, (C) the Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby tothereby, (CD) the Trust will be the sole owner of, of each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (DE) the Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior LienLiens; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by each of the DepositorBank Entities.

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) the Bank will sell to the Depositor will have good and marketable title to the Receivables listed in the Schedule 1 to of Receivables as having been conveyed by the Sale and Servicing AgreementBank, free and clear of any Lien, (B) the Depositor will have good and marketable title to the Receivables, free and clear of any Lien, (C) the Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby tothereby, (CD) the Trust will be the sole owner of, each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (DE) the Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior LienLiens; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by each of the DepositorBank Entities.

Title to Receivables; Payment of Fees. As of the Closing Time, the (A) the Bank and the Originator will sell to the Depositor will have good and marketable title to the Receivables listed in the Schedule 1 to the Sale and Servicing Agreementof Receivables, free and clear of any Lien, (B) the Depositor will have good and marketable title to the Receivables, free and clear of any Lien, (C) the Depositor’s assignment and delivery of the Receivables to the Trust will vest in the Trust the good and marketable title purported to be conveyed thereby tothereby, (CD) the Trust will be the sole owner of, of each Receivable free and clear of Liens other than the Lien in favor of the Indenture Trustee under the Indenture and (DE) the Trust’s Grant of the Collateral to the Indenture Trustee pursuant to the Indenture will vest in the Indenture Trustee, for the benefit of the Noteholders, a first priority perfected security interest therein, subject to no prior LienLiens; and all taxes, fees and other governmental charges arising in connection with the transactions contemplated by this Agreement and the Basic Documents and with the execution and delivery of the Receivables, including any amendments thereto and assignments and/or endorsements thereof, have been paid by each of the DepositorBank Entities.