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EXHIBIT 10.97
REQUEST FOR RECEIVABLE PURCHASE
July _____, 1996
NBD Bank
000 Xxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Financial Services Division
Preferred Equities Corporation, a Nevada corporation (the "Seller"),
hereby requests, pursuant to Section 2.02(a) of the Purchase and Servicing
Agreement, dated as of June 1, 1994 (the "Purchase Agreement"), between the
Seller and NBD Bank, N.A., which has been succeeded by NBD Bank, a Michigan
banking corporation (the "Purchaser"), that the Purchaser purchase those
Receivables described on Schedule A hereto (the "Proposed Pool") on July 30,
1996 (the "Payment Date"). Capitalized terms used but not defined herein shall
have the respective meanings assigned to them in the Purchase Agreement.
In support of this request, the Seller hereby represents and warrants
to the Purchaser that:
1. Except as specified in paragraph 9 below, the representations
and warranties contained in Section 2.03 and 6.01 of the Purchase Agreement and
in paragraph 5 of the Guaranty Agreement are true and correct on and as of the
date hereof, and will be true and correct on the date such purchase is made
(both before and after the Payment Date), as if such representations and
warranties were made on and as of such dates.
2. No Event of Transfer, and no event or condition which might
become such an Event of Transfer with notice or with lapse of time, or both,
exists or shall have occurred and be continuing on the Payment Date (whether
before or after the consummation of the transactions contemplated hereby are
consummated).
3. The aggregate Principal Balance of such Receivables included
in the Proposed Pool on July 9, 1996 (the "Cutoff Date") is $7,499,221.80
comprised of $3,737,418.51 for the Timeshare Receivables (comprised of
$392,988.98 in respect of Agreements for Deed and $3,344,429.53 in respect of
Deed of Trust Agreements) and $3,761,803.29 for the Land Receivables, as more
specifically detailed in Schedule A hereto.
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4. As of the Cutoff Date, each Receivable included in the
Proposed Pool has a remaining term to maturity of not greater than 117 months
in the case of Timeshare Receivables and 117 months in the case of Land
Receivables; and no such Receivable has a Principal Balance as of the Cutoff
Date that is less than $2,500.00 or more than $15,154.90 in the case of
Timeshare Receivables; or less than $2,500.00 or more than $52,257.10 in the
case of Land Receivables included in the Proposed Pool (Section 2.03(i)).
5. As of the Cutoff Date, with respect to the Proposed Pool, the
aggregate original purchase price agreed to be paid by the Obligors is not less
than $5,204,199.45 in the case of the Timeshare Receivables and not less than
$5,342,311.50 in the case of the Land Receivables included in the Proposed Pool
(Section 2.03(i)).
6. As of the Cutoff Date, the actual weighted average remaining
life of the Receivables included in the Proposed Pool, determined on the basis
of scheduled maturity dates, is 89 months in the case of the Timeshare
Receivables, 107 months in the case of the Land Receivables and 98 months for
all Receivables (Section 2.03(ii)).
7. As of the Cutoff Date, the weighted average APR of the
Receivables included in the Proposed Pool is not less than 12.92% in the case
of the Timeshare Receivables, 11.98% in the case of the Land Receivables, and
12.45% for all Receivables (Section 2.03(iii)).
8. The Timeshare Receivables identified in Schedule A hereto, if
any, identified under the headings Grand Flamingo Towers and Grand Flamingo
Villas, are all of the Timeshare Receivables included in the Proposed Pool
which arise from sales of Financed Property in the Grand Flamingo Towers and
Grand Flamingo Villas and which constitute Agreements for Deed (Section
2.03(iv)(b)).
9. Exceptions, if any, to the representations and warranties of
the Seller contained in Section 2.03(iv)(a), (c), (e), (h) and (j) and Section
2.03(xiv) are: none.
10. For purposes of Section 5.03 of the Purchase Agreement, the
per annum yield for the Proposed Pool shall be _______ percent (___%) per
annum.
PREFERRED EQUITIES CORPORATION
By: ____________________________________
Its: ___________________________________
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As contemplated by the definition of Original Pool Balance, the Seller
represents and warrants that the Original Pool Balance for such Receivables
included in the Proposed Pool shall be $7,499,221.80 comprised of $3,737,418.51
for the Timeshare Receivables included in such Pool (comprised of $392,988.98
in respect of Agreements for Deed and $3,344,429.53 in respect of Deed of Trust
Agreements) and $3,761,803.29 for the Land Receivables included in such Pool,
representing the aggregate Principal Balance of such Receivables as of the
close of business on the Cutoff Date for such Pool, which Original Pool Balance
shall be the purchase price to be paid by the Purchaser for such Pool.
Acceptance of the proceeds of such purchase by the Seller shall be deemed to be
a further representation and warranty that the representations and warranties
made herein are true and correct at the time such proceeds are disbursed.
PREFERRED EQUITIES CORPORATION
By: ____________________________________
Its: ___________________________________
