Common use of Transfer of Subsequent Receivables Clause in Contracts

Transfer of Subsequent Receivables. On the related Subsequent Closing Date the Seller shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein and in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to (i) the Subsequent CPS Receivables listed in the related Schedule of Subsequent CPS Receivables and, with respect to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, all monies received thereunder after the related Subsequent Cutoff Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Receivables; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, other evidence of ownership with respect to Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent CPS Receivables or the Obligors thereunder; (iv) refunds for the costs of extended service contracts with respect to Financed Vehicles securing the Subsequent CPS Receivables, refunds of unearned premiums with respect to credit life and credit accident and health insurance policies or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the foregoing; (v) the Receivable File related to each Subsequent CPS Receivable; and (vi) the proceeds of any and all of the foregoing (collectively, the "Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Property, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On the related Subsequent Closing Date the Seller shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein and in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to (i) the Subsequent CPS Samco Receivables listed in the related Schedule of Subsequent CPS Samco Receivables and, with respect to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, all monies received thereunder after the related Subsequent Cutoff Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Samco Receivables; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Samco Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, other evidence of ownership with respect to Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent CPS Samco Receivables or the Obligors thereunder; (iv) refunds for the costs of extended service contracts with respect to Financed Vehicles securing the Subsequent CPS Samco Receivables, refunds of unearned premiums with respect to credit life and credit accident and health insurance policies or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Samco Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the foregoing; (v) the Receivable File related to each Subsequent CPS Samco Receivable; and (vi) the proceeds of any and all of the foregoing (collectively, the "Subsequent Transferred CPS Samco Property" and together with any Subsequent Transferred Samco CPS Property, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On the related Subsequent Closing Date the Seller shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein in this Purchase Agreement, each Subsequent Samco Purchase Agreement, and in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to (i) the Subsequent CPS Samco Receivables listed in the related Schedule of Subsequent CPS Samco Receivables and, with respect to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, and all monies received thereunder after the related Subsequent Cutoff Date and all Net Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Samco Receivables; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Samco Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, other evidence of ownership with respect to Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent CPS Samco Receivables or the Obligors thereunder; (iv) refunds for the costs of extended service contracts with respect to Financed Vehicles securing the Subsequent CPS Samco Receivables, refunds of unearned premiums with respect to credit life and credit accident and health insurance policies or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Samco Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the foregoing; (v) the Receivable File related to each Subsequent CPS Samco Receivable; and (vi) the proceeds of any and all of the foregoing and (collectivelyvii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing(collectively, the "Subsequent Transferred CPS Samco Property" and together with any Subsequent Transferred Samco CPS Property, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On each Subsequent Transfer Date, the related Subsequent Closing Date the Seller Originator shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, Transferor (without recourse (subject to the obligations set forth herein and in the related Transfer Agreement and the Sale and Servicing Agreement), all of its right, title and interest of the Seller in in, to, and to under: (i) the Subsequent CPS Receivables listed in the related on Schedule of Subsequent CPS Receivables and, with respect A to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments Assignment and all amounts due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, all monies received thereunder after the related applicable Subsequent Cutoff Cut-off Date and all Liquidation Proceeds and Recoveries amounts due thereunder before the applicable Subsequent Cut-off Date but received with respect to after such Subsequent CPS ReceivablesCut-off Date; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Receivables and any accessions thereto, and any other interest of the Seller Originator in such Financed VehiclesVehicles and accessions, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, and other evidence evidences of ownership with respect to such Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health or disability, GAP or other insurance policies thereon covering the Financed Vehicles or certificates the Obligors relating to the Financed Vehicles securing Subsequent Receivables and any proceeds from the liquidation of the Subsequent CPS Receivables or the Obligors thereunderFinanced Vehicles; (iv) refunds for all property (including the costs of extended service contracts with respect right to Financed Vehicles securing the receive future Liquidation Proceeds) that secures a Subsequent CPS Receivables, refunds of unearned premiums with respect to credit life Receivable and credit accident and health insurance policies that has been acquired by or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any on behalf of the foregoingIssuer pursuant to the liquidation of such Subsequent Receivable; (v) the Dealer Recourse relating to the Subsequent Receivables; (vi) rebates or refunds of premiums and other amounts relating to insurance policies and other items financed under the Subsequent Receivables or otherwise covering an Obligor or a Financed Vehicle; (vii) all amounts and property from time to time held in or credited to any of the Trust Accounts or the Lock-Box Account (to the extent such amounts and property in the Lock-Box Account relate to the Subsequent Receivables); (viii) the Receivable File related Files and all other documents that the Originator keeps on file in accordance with its customary procedures relating to each the Subsequent CPS ReceivableReceivables, or the Obligors or Financed Vehicles relating thereto; and (viix) the proceeds of any and all of the foregoing (collectively, the "Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Propertyproperty set forth in clauses (i) through (ix) above, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On the related Subsequent Closing Date the Seller shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein in this Purchase Agreement, each Subsequent Purchase Agreement and in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to (i) the Subsequent CPS Linc Receivables listed in the related Schedule of Subsequent CPS Linc Receivables and, with respect to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, and all monies received thereunder after the related Subsequent Cutoff Date and all Net Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Linc Receivables; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Linc Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, other evidence of ownership with respect to Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent CPS Linc Receivables or the Obligors thereunder; (iv) refunds for the costs of extended service contracts with respect to Financed Vehicles securing the Subsequent CPS Linc Receivables, refunds of unearned premiums with respect to credit life and credit accident and health insurance policies or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Linc Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the foregoing; (v) the Receivable File related to each Subsequent CPS Linc Receivable; and (vi) the proceeds of any and all of the foregoing and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the "Subsequent Transferred CPS Linc Property" and together with any Subsequent Transferred CPS Property and/or Subsequent Transferred Samco Property, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On each Subsequent Transfer Date, the related Subsequent Closing Date the Seller Originator shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, Transferor (without recourse (subject to the obligations set forth herein and in the related Transfer Agreement and the Sale and Servicing Agreement), all of its right, title and interest of the Seller in in, to, and to under: (i) the Subsequent CPS Receivables listed in on Schedule A to the related Schedule of Subsequent CPS Receivables and, with respect to Rule of 78's Receivables, Assignment and all monies due or to become due amounts thereunder received thereon after the related applicable Subsequent Cutoff Cut-off Date (including Scheduled Payments and all amounts due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller thereunder on or before the related applicable Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, all monies Cut-off Date but received thereunder after the related Subsequent Cutoff Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS ReceivablesCut-off Date; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Receivables and any accessions thereto, and any other interest of the Seller Originator in such Financed VehiclesVehicles and accessions, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, and other evidence evidences of ownership with respect to such Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health or disability, GAP or other insurance policies thereon covering the Financed Vehicles or certificates the Obligors relating to the Financed Vehicles securing Subsequent Receivables and any proceeds from the liquidation of the Subsequent CPS Receivables or the Obligors thereunderFinanced Vehicles; (iv) refunds for all property (including the costs of extended service contracts with respect right to Financed Vehicles securing the receive future Liquidation Proceeds) that secures a Subsequent CPS Receivables, refunds of unearned premiums with respect to credit life Receivable and credit accident and health insurance policies that has been acquired by or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any on behalf of the foregoingIssuer pursuant to the liquidation of such Subsequent Receivable; (v) the Dealer Recourse relating to the Subsequent Receivables; (vi) rebates or refunds of premiums and other amounts relating to insurance policies and other items financed under the Subsequent Receivables or otherwise covering an Obligor or a Financed Vehicle; (vii) all amounts and property from time to time held in or credited to the Lock-Box Account (to the extent such amounts and property in the Lock-Box Account relate to the Subsequent Receivables); (viii) the Receivable File related Files and all other documents that the Originator keeps on file in accordance with its customary procedures relating to each the Subsequent CPS ReceivableReceivables, or the Obligors or Financed Vehicles relating thereto; and (viix) the proceeds of any and all of the foregoing (collectively, the "Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Propertyproperty set forth in clauses (i) through (ix) above, the "Subsequent Transferred Property").

Transfer of Subsequent Receivables. On the related Subsequent Closing Date the Seller shall sell, transfer, assign, grant, set over and otherwise convey to the Purchaser, without recourse (subject to the obligations herein in this Purchase Agreement, each Subsequent CPS Purchase Agreement and in the Sale and Servicing Agreement), all right, title and interest of the Seller in and to (i) the Subsequent CPS Receivables listed in the related Schedule of Subsequent CPS Receivables and, with respect to Rule of 78's Receivables, all monies due or to become due thereon after the related Subsequent Cutoff Date (including Scheduled Payments due after the related Subsequent Cutoff Date (including principal prepayments relating to such Scheduled Payments) but received by the Seller on or before the related Subsequent Cutoff Date) and, with respect to Simple Interest Receivables, and all monies received thereunder after the related Subsequent Cutoff Date and all Net Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Receivables; (ii) the security interests in the Financed Vehicles granted by Obligors pursuant to the Subsequent CPS Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the certificates of title or, with respect to Financed Vehicles in the State of Michigan, other evidence of ownership with respect to Financed Vehicles; (iii) any proceeds from claims on any physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent CPS Receivables or the Obligors thereunder; (iv) refunds for the costs of extended service contracts with respect to Financed Vehicles securing the Subsequent CPS Receivables, refunds of unearned premiums with respect to credit life and credit accident and health insurance policies or certificates covering an Obligor or Financed Vehicle securing the Subsequent CPS Receivables or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the foregoing; (v) the Receivable File related to each Subsequent CPS Receivable; and (vi) the proceeds of any and all of the foregoing and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing (collectively, the "Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Property or Subsequent Transferred Linc Property, the "Subsequent Transferred Property").