Common use of Warranty Collateral Obligations Clause in Contracts

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” (each such Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made with respect to any Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related Warranty Collateral Obligation to the Seller, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designees.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event thatof a breach of any representation or warranty or covenant set forth in Section 4.1(k) or (o) hereof or Sections 9.13 or 9.26 of the Loan and Servicing Agreement or a material breach of any other representation, warranty, undertaking or covenant set forth in Section 4.1(l), (p), (q), (z) or (cc) hereof or Sections 9.15, 9.16, 10.21, 18.3 or 18.5(b) of the Loan and Servicing Agreement that exists as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” Purchase Date (each such Transferred Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) actual knowledge of such breach on the part of a Responsible Officer of the Seller or the Purchaser and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Partythereof, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty representations and warranties in Article IV with respect to such Warranty Collateral Obligation shall be made true and correct in all material respects (or if such representation and warranty is already qualified by the eligibility criteria words “material”, “materially” or “Material Adverse Effect”, then such representation and warranty shall be true and correct in all respects) with respect to such Warranty Collateral Obligation as if such Warranty Collateral Obligation had been Conveyed to the Purchaser on such day or if the Advances outstanding do not exceed the Borrowing Base. For the avoidance of doubt, any breach of a representation or warranty set forth in the definition first sentence of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made this Section 6.1 caused solely by a failure with respect to any Warranty one or more Collateral Obligation if, after giving effect Obligations shall not constitute an Event of Default under the Loan and Servicing Agreement if the Seller otherwise complies with this Section 6.1 with respect to the Warranty each such Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related Warranty Collateral Obligation to the Seller, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designees.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, (x) a Repurchase Event with respect to such Transferred Collateral Obligation did not satisfy the definition or (y) a breach of “Eligible Collateral Obligation” any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V (each such Transferred Collateral Obligation, a an “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Administrative Agent or any other Secured Partythe Required Lenders, the Seller shall either (a) pay to the Collection Custodial Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Investment(s) with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, period either (x) such Repurchase Event shall no longer be continuing or (y) the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the SellerPurchaser on such day, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designeesas applicable.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition breach of “Eligible Collateral Obligation” any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V (each such Transferred Collateral Obligation, a an “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Administrative Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the Seller, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designeesPurchaser on such day.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral ObligationAsset, in the event thatof a breach of any representation or warranty applicable to such Transferred Asset set forth in Section 4.1(i), (j) or (k), in each case as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” Purchase Date with respect thereto (each such Collateral ObligationTransferred Asset, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible an Authorized Officer of the Seller and (y) receipt by a Responsible an Authorized Officer of the Seller of written notice thereof given by the Purchaser, the Facility Administrative Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations meeting the Collateral Obligation Criteria with an aggregate Collateral Obligation Amount Adjusted Balance at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, provided that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation representations and warranties in Section 4.1(i), (j) or warranty (k), as applicable, with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the SellerPurchaser on such day. It is understood and agreed that the obligation of the Seller to purchase such Warranty Collateral Obligation or substitute such Warranty Collateral Obligation is not intended to, without warranty except for and shall not, constitute a guaranty of the absence collectability or payment of liens imposed by any Transferred Asset which is not collected, not paid, or uncollectible on account of the Purchaserinsolvency, bankruptcy or financial inability to pay of the Facility Agent or their respective designeesrelated obligor.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event thatof a breach of any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V, in each case as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” trade date with respect thereto (each such Transferred Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct in all material respects (or if such representation and warranty is already qualified by the eligibility criteria set forth in the definition of words “Eligible Collateral Obligationmaterial”, “materially” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; providedor “Material Adverse Effect”, further, that during the Revolving Period no then such repurchase or substitution representation and warranty shall be required to be made true and correct in all respects) with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the Seller, without warranty except for Purchaser on such day or if the absence of liens imposed by Advances outstanding do not exceed the Purchaser, the Facility Agent or their respective designeesBorrowing Base.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, a breach of any representation or warranty or covenant applicable to such Transferred Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” Obligations set forth in Article IV or Article V (each such Transferred Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Seller Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Seller Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, period either (i) the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect as if such Warranty Collateral Obligation had been Conveyed to the Warranty Collateral ObligationPurchaser on such day, as applicable or (ii) no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related Warranty Collateral Obligation to the Seller, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designees.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, (x) a Repurchase Event with respect to such Transferred Collateral Obligation did not satisfy the definition or (y) a breach of “Eligible Collateral Obligation” any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V (each such Transferred Collateral Obligation, a an “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Administrative Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 30-day period, period either (x) such Repurchase Event shall no longer be continuing or (y) the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the SellerPurchaser on such day, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designeesas applicable.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” (each such Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made with respect to any Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related Warranty Collateral Obligation to the Seller, without warranty except for the absence of liens imposed by the Purchaser, the Facility Collateral Agent or their respective designees.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, (x) a Repurchase Event with respect to such Transferred Collateral Obligation did not satisfy the definition or (y) a breach of “Eligible Collateral Obligation” any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V (each such Transferred Collateral Obligation, a an “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Administrative Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, period either (x) such Repurchase Event shall no longer be continuing or (y) the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the SellerPurchaser on such day, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designeesas applicable.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event that, as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition breach of “Eligible Collateral Obligation” any representation or warranty or covenant applicable to a Transferred Asset set forth in Article IV or Article V (each such Transferred Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured Party, the Seller shall either (a) pay to the Collection Account in immediately available funds the Repurchase Amount with respect to the Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) one or more Eligible Collateral Obligations Obligation with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, period the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct or the eligibility criteria set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied as of the applicable Cut-Off Date is satisfied; provided, further, that during the Revolving Period no such repurchase or substitution shall be required to be made all material respects with respect to any such Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related as if such Warranty Collateral Obligation had been Conveyed to the SellerPurchaser on such day, without warranty except for the absence of liens imposed by the Purchaser, the Facility Agent or their respective designeesas applicable.

Warranty Collateral Obligations. The Seller agrees that, with respect to any Transferred Collateral Obligation, in the event thatof a breach of any representation or warranty or covenant applicable to such Transferred Asset set forth in Article IV or Article V, in each case as of the related Cut-Off Date, a Collateral Obligation did not satisfy the definition of “Eligible Collateral Obligation” Purchase Date with respect thereto (each such Transferred Collateral Obligation, a “Warranty Collateral Obligation”), no later than 30 days after the earlier of (x) knowledge of such breach on the part of a Responsible Officer of the Seller and (y) receipt by a Responsible Officer of the Seller of written notice thereof given by the Purchaser, the Facility Agent or any other Secured PartyAgent, the Seller shall either (a) pay make a capital contribution to the Collection Account Purchaser and the Purchaser shall repay Advances outstanding in immediately available funds an amount equal to the aggregate Repurchase Amount with respect to the of such Warranty Collateral Obligation(s) to which such breach relates or (b) substitute for such Warranty Collateral Obligation(s) Obligation one or more Eligible Collateral Obligations with an aggregate Collateral Obligation Amount at least equal to the Repurchase Amount of the Warranty Collateral Obligation(s) being replaced; provided, that no such repayment or substitution shall be required to be made with respect to any Warranty Collateral Obligation (and such Collateral Obligation shall cease to be a Warranty Collateral Obligation) if, on or before the expiration of such 30 day period, the applicable representation or warranty representations and warranties in Article IV and the covenants in Article V with respect to such Warranty Collateral Obligation shall be made true and correct in all material respects (or if such representation and warranty is already qualified by the words “material”, “materially” or “Material Adverse Effect”, then such representation and warranty shall be true and correct in all respects)” with respect to such Warranty Collateral Obligation as if such Warranty Collateral Obligation had been Conveyed to the Purchaser on such day or if the aggregate principal amount of all Advances outstanding do not exceed the Borrowing Base, the Maximum Availability or the eligibility criteria Facility Amount. The classification of a Collateral Obligation as a Warranty Collateral Obligation shall be based upon whether such Collateral Obligation was in breach or material breach, as applicable, of any representation, warranty, undertaking or covenant set forth in the definition of “Eligible Collateral Obligation” in the Loan Agreement that was not satisfied above as of the applicable Cut-Off related Purchase Date is satisfied; providedand not, further, that during the Revolving Period no such repurchase or substitution shall be required to be made with respect to any Warranty Collateral Obligation if, after giving effect to the Warranty Collateral Obligation, no Borrowing Base Deficiency exists. Upon payment of the Repurchase Amount pursuant to this Section 6.1, the Purchaser shall convey the related Warranty Collateral Obligation to the Seller, without warranty except for the absence avoidance of liens imposed by the Purchaserdoubt, the Facility Agent or their respective designeesbased on an Obligor’s financial inability to pay absent any such breach.