Examples of Auto Portfolio Purchase Agreement in a sentence
Transaction Documents The Auto Portfolio Purchase Agreement, the ServicingAgreement, the Norwegian Security Agreement, the Irish Security Deed, the Security Trust Deed, the Cross Currency Swap Agreement, the Corporate Administration Agreement, the Transaction Account Agreement, the Issuer Collections Account Agreement, the Note Trust Deed, the Agency Agreement, the Subscription Agreement, the Custody Agreement and any amendments, supplements, terminations or replacements relating to any such documents.
Governing Law The Notes, the Note Trust Deed, the Subscription Agreement and the other Transaction Documents other than the Auto Portfolio Purchase Agreement, the Issuer Collections Account Agreement, the Servicing Agreement, the Norwegian Security Agreement, the Irish Security Deed and the Corporate Administration Agreement will be governed by, and construed in accordance with, English law.
The Auto Portfolio Purchase Agreement, the Corporate Administration Agreement and the Irish Security Deed will be governed by, and construed in accordance with, Irish law.
THE NOTES The Transaction The Seller will sell and assign the Portfolio to the Issuer on or before the Note Issuance Date pursuant to a purchase agreement entered into between the Issuer and the Seller (the "Auto Portfolio Purchase Agreement").
The senior ranking of each the Swap Agreement and the Issuer Subordinated Loan advanced under the Amended Auto Portfolio Purchase Agreement may result in insufficient funds being available to make required payments of interest and/or principal on the Notes.
Each such person will rely solely on the accuracy of the representations and warranties given by the Seller to the Purchaser on the Note Issuance Date in the Amended Auto Portfolio Purchase Agreement in respect of, inter alia, the Debtors and the Purchased HP Contracts, including, without limitation, any security interests in the Financed Vehicles.
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Enforcement against a Debtor can only take place if, among other things, the relevant Purchased HP Contract is in default.Non-existence of the Purchased HP Contracts Pursuant to the terms of the Auto Portfolio Purchase Agreement, the Purchaser retains the right to bring indemnification claims against the Seller, but no other person, against the risk that the Purchased HP Contracts do not exist or cease to exist without encumbrance.
With respect to breaches of representations or warranties under the Amended Auto Portfolio Purchase Agreement generally, the Seller is obliged to indemnify the Purchaser against any Losses directly resulting from such breaches.
The Seller has agreed in the Auto Portfolio Purchase Agreement that, if the HP Contract relating to a Purchased HP Contract proves not to have beenlegally valid as of the Purchase Date, the Seller will repurchase such Purchased HP Contract at a repurchase price equal to the Outstanding Principal Amount of such Purchased HP Contract plus accrued and unpaid finance charges and certain other amounts.