Common use of Conveyance of Subsequent Receivables Clause in Contracts

Conveyance of Subsequent Receivables. (a) Subject to the conditions set forth in paragraph (b) below, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall sell, transfer, assign, and otherwise convey to the Trust, without recourse (but without limitation of its obligations in this Agreement), all of the right, title and interest of the Seller in and to the Subsequent Receivables, all monies at any time paid or payable thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL or the Seller after the related Subsequent Cutoff Date), an assignment of security interests of AFL in the related Financed Vehicles, the Insurance Policies and any proceeds from any Insurance Policies relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, including rebates of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignments, all items contained in the Receivable Files relating to the Subsequent Receivables, any and all other documents that AFL keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoing.

Conveyance of Subsequent Receivables. (a) Subject to the conditions set forth in paragraph (bparagraph(b) below, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall sell, transfer, assign, and otherwise convey to the Trust, without recourse (but without limitation of its obligations in this Agreement), all of the right, title and interest of the Seller in and to the Subsequent Receivables, all monies at any time paid or payable thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL OFL or the Seller after the related Subsequent Cutoff Date), an assignment of security interests of AFL OFL in the related Financed Vehicles, the Insurance Policies and any proceeds from any Insurance Policies relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, including rebates of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL OFL or the Seller against Dealers with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignments, all items contained in the Receivable Files relating to the Subsequent Receivables, any and all other documents that AFL OFL keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoing.

Conveyance of Subsequent Receivables. (a) Subject to the conditions set forth in paragraph (b) belowbelow and the terms and conditions of this Agreement, the SellerCompany hereby sells, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreementstransfers, shall sell, transfer, assign, assigns and otherwise convey conveys to the Trust, without recourse (but without limitation of its obligations in under this Agreement), ): (1) all of the right, title and interest of the Seller Company in and to the Subsequent Receivables, Receivables and all monies at any time paid due or payable thereon received thereunder or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL Triad, the Company or the Seller Trust after the related Subsequent Cutoff DateDate (including all Liquidation Proceeds and recoveries received with respect to such Subsequent Receivables); and (2) all of the right, an assignment title and interest of Triad and the Company in and to (i) the security interests of AFL Triad and the Company in the related Financed Vehicles and any other interest of Triad and the Company in the related Financed Vehicles, including the certificates of title with respect to such Financed Vehicles, (ii) the Insurance Policies and any proceeds from any Insurance Policies relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, including rebates or refunds of premiums, all Collateral Insurance and any Force-Placed Insurance premiums relating to the Subsequent Receivables, (iii) the rights of AFL or Triad and the Seller Company against Dealers with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignments, (iv) the rights of Triad and the Company against Correspondents with respect to the Subsequent Receivables under the Correspondent Agreements and the Correspondent Assignments, (v) all items contained in the related Receivable Files relating to the Subsequent Receivables, and any and all other documents that AFL Triad keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, (vi) property (including the right to receive future Liquidation Proceeds) that secures a any of the Subsequent Receivable Receivables and that has been acquired by or on behalf of the Company or the Trust pursuant to the liquidation of any such Subsequent Receivable, and all proceeds of the foregoing.,

Conveyance of Subsequent Receivables. (a) Subject to For value received, in accordance with the conditions set forth in paragraph (b) belowSamco Purchase Agreement, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall Seller does hereby sell, transfer, assign, transfer and otherwise convey to unto the TrustPurchaser, without recourse (but without limitation of its obligations in this under the Samco Purchase Agreement), all of the right, title and interest of the Seller in and to to: (i) the Subsequent Samco Receivables listed in the related Schedule of Subsequent Samco Receivables and, with respect to Rule of 78's Receivables, all monies at any time paid due or payable to become due thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts 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 but Date) and, with respect to Simple Interest Receivables, all monies received by AFL or the Seller thereunder after the related Subsequent Cutoff Date), an assignment of Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent Samco Receivables; (ii) the security interests of AFL in the related Financed Vehicles granted by Obligors pursuant to the Subsequent Samco Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the Insurance Policies and 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 Insurance Policies physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent Receivables, Samco Receivables or the Obligors or thereunder; (iv) refunds for the related Financed Vehicles, including rebates costs of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers extended service contracts with respect to Financed Vehicles securing the Subsequent 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 Samco Receivables under or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the Dealer Agreements and the Dealer Assignments, all items contained in foregoing; (v) the Receivable Files relating File related to each Subsequent Samco Receivable; and (vi) the Subsequent Receivables, proceeds of any and all other documents that AFL keeps on file in accordance with its customary procedures relating to of the Subsequent Receivablesforegoing (collectively, the Obligors or the related Financed Vehicles"Subsequent Transferred Samco Property" and together with any Subsequent Transferred CPS Property, the rights of the Seller under the related "Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoingTransferred Property").

Conveyance of Subsequent Receivables. (a) Subject to For value received, in accordance with the conditions set forth in paragraph (b) belowCPS Purchase Agreement, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall Seller does hereby sell, transfer, assign, transfer and otherwise convey to unto the TrustPurchaser, without recourse (but without limitation of its obligations in this under the CPS Purchase Agreement), all of the right, title and interest of the Seller in and to 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 at any time paid due or payable to become due thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts 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 but Date) and, with respect to Simple Interest Receivables, all monies received by AFL or the Seller thereunder after the related Subsequent Cutoff Date), an assignment of Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Receivables; (ii) the security interests of AFL in the related 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 Insurance Policies and 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 Insurance Policies physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent Receivables, CPS Receivables or the Obligors or thereunder; (iv) refunds for the related Financed Vehicles, including rebates costs of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers 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 under or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the Dealer Agreements and the Dealer Assignments, all items contained in foregoing; (v) the Receivable Files relating File related to each Subsequent CPS Receivable; and (vi) the Subsequent Receivables, proceeds of any and all other documents that AFL keeps on file in accordance with its customary procedures relating to of the Subsequent Receivablesforegoing (collectively, the Obligors or the related Financed Vehicles"Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Property, the rights of the Seller under the related "Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoingTransferred Property").

Conveyance of Subsequent Receivables. (a) Subject to the conditions set forth in paragraph (bparagraph(b) below, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall sell, transfer, assign, and otherwise convey to the Trust, without recourse (but without limitation of its obligations in this Agreement), all of the right, title and interest of the Seller in and to the Subsequent Receivables, all monies at any time paid or payable thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL or the Seller after the related Subsequent Cutoff Date), an assignment of security interests of AFL in the related Financed Vehicles, the Insurance Policies and any proceeds from any Insurance Policies relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, including rebates of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignments, all items contained in the Receivable Files relating to the Subsequent Receivables, any and all other documents that AFL keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoing.

Conveyance of Subsequent Receivables. (a) Subject to For value received, in accordance with the conditions set forth in paragraph (b) belowCPS Purchase Agreement, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall Seller does hereby sell, transfer, assign, transfer and otherwise convey to unto the TrustPurchaser, without recourse (but without limitation of its obligations in this under the CPS Purchase Agreement), all of the right, title and interest of the Seller in and to to: (i) the Subsequent CPS Receivables listed in the related Schedule of Subsequent CPS Receivables and, with respect to Subsequent CPS Receivables that are Rule of 78's Receivables, all monies at any time paid due or payable to become due thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts 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 but Date) and, with respect to Subsequent CPS Receivables that are Simple Interest Receivables, all monies received by AFL or the Seller thereunder after the related Subsequent Cutoff Date), an assignment of Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent CPS Receivables; (ii) the security interests of AFL in the related 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 Insurance Policies and 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 Insurance Policies physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent Receivables, CPS Receivables or the Obligors or thereunder; (iv) refunds for the related Financed Vehicles, including rebates costs of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers 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 under or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the Dealer Agreements and the Dealer Assignments, all items contained in foregoing; (v) the Receivable Files relating File related to each Subsequent CPS Receivable; and (vi) the Subsequent Receivables, proceeds of any and all other documents that AFL keeps on file in accordance with its customary procedures relating to of the Subsequent Receivablesforegoing (collectively, the Obligors or the related Financed Vehicles"Subsequent Transferred CPS Property" and together with any Subsequent Transferred Samco Property, the rights of the Seller under the related "Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoingTransferred Property").

Conveyance of Subsequent Receivables. (a) Subject to For value received, in accordance with the conditions set forth in paragraph (b) belowSamco Purchase Agreement, the Seller, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall Seller does hereby sell, transfer, assign, transfer and otherwise convey to unto the TrustPurchaser, without recourse (but without limitation of its obligations in this under the Samco Purchase Agreement), all of the right, title and interest of the Seller in and to to: (i) the Subsequent Samco Receivables listed in the related Schedule of Subsequent Samco Receivables and, with respect to Subsequent CPS Receivables which are Rule of 78's Receivables, all monies at any time paid due or payable to become due thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts 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 but Date) and, with respect to Subsequent CPS Receivables which are Simple Interest Receivables, all monies received by AFL or the Seller thereunder after the related Subsequent Cutoff Date), an assignment of Date and all Liquidation Proceeds and Recoveries received with respect to such Subsequent Samco Receivables; (ii) the security interests of AFL in the related Financed Vehicles granted by Obligors pursuant to the Subsequent Samco Receivables and any other interest of the Seller in such Financed Vehicles, including, without limitation, the Insurance Policies and 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 Insurance Policies physical damage, credit life and credit accident and health insurance policies or certificates relating to the Financed Vehicles securing the Subsequent Receivables, Samco Receivables or the Obligors or thereunder; (iv) refunds for the related Financed Vehicles, including rebates costs of premiums, all Collateral Insurance and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers extended service contracts with respect to Financed Vehicles securing the Subsequent 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 Samco Receivables under or his or her obligations with respect to such a Financed Vehicle and any recourse to Dealers for any of the Dealer Agreements and the Dealer Assignments, all items contained in foregoing; (v) the Receivable Files relating File related to each Subsequent Samco Receivable; and (vi) the Subsequent Receivables, proceeds of any and all other documents that AFL keeps on file in accordance with its customary procedures relating to of the Subsequent Receivablesforegoing (collectively, the Obligors or the related Financed Vehicles"Subsequent Transferred Samco Property" and together with any Subsequent Transferred CPS Property, the rights of the Seller under the related "Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures a Subsequent Receivable and that has been acquired by or on behalf of the Trust pursuant to liquidation of such Subsequent Receivable, and all proceeds of the foregoingTransferred Property").

Conveyance of Subsequent Receivables. (a) Subject to and upon the terms and conditions set forth in paragraph (b) belowbelow and in the applicable Subsequent Purchase Agreement, the Seller, pursuant Seller hereby agrees to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreements, shall sell, transfer, assign, set over and otherwise convey to Purchaser, in consideration of Purchaser's payment on the Trust, without recourse related Subsequent Transfer Date of the purchase price therefor (but without limitation of its obligations as set forth in this the related Subsequent Purchase Agreement), and Purchaser hereby agrees to purchase, all of the right, title and interest of the Seller in and to (1) the Subsequent ReceivablesReceivables and Subsequent Eligible Investment Receivables set forth on Schedule A and Schedule B, respectively, to the applicable Subsequent Purchase Agreement and all monies at any time paid or payable due thereon or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL or the Seller after the related Subsequent Cutoff Date), an assignment of ; (2) the security interests of AFL in the related Financed Vehicles, the Insurance Policies Vehicles and any proceeds from any Insurance Policies relating accessions thereto granted by Obligors pursuant to the Subsequent Receivables, Receivables and any other interest of the Obligors or the related Seller in such Financed Vehicles, including rebates of premiums, all Collateral Insurance ; (3) any Liquidation Proceeds and any Force-Placed Insurance relating to the Subsequent Receivables, rights of AFL or the Seller against Dealers other proceeds with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignmentsfrom claims on any physical damage, all items contained in the Receivable Files relating to the Subsequent Receivablescredit life or disability insurance policies covering Financed Vehicles or Obligors, including any and all vendor's single interest or other documents collateral protection insurance policy; (4) any property that AFL keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, property (including the right to receive future Liquidation Proceeds) that secures shall have secured a Subsequent Receivable and that has shall have been acquired by or on behalf of the Trust pursuant to liquidation Seller; (5) all documents and other items contained in the Receivables Files; and (6) the proceeds of such Subsequent Receivable, any and all proceeds of the foregoing. Seller agrees, subject to the terms and conditions herein applicable to transfers of Subsequent Receivables, and subject to the execution of a Subsequent Purchase Agreement by the parties hereto, to sell to the Purchaser during the Funding Period Subsequent Receivables having an aggregate principal balance equal to the Pre-Funded Amount.

Conveyance of Subsequent Receivables. (a) Subject to the conditions set forth in paragraph (b) belowbelow and the terms and conditions of this Agreement, the SellerCompany hereby sells, pursuant to the mutually agreed upon terms contained herein and pursuant to one or more Subsequent Transfer Agreementstransfers, shall sell, transfer, assign, assigns and otherwise convey conveys to the Trust, without recourse (but without limitation of its obligations in under this Agreement), ): (1) all of the right, title and interest of the Seller Company in and to the Subsequent Receivables, Receivables and all monies at any time paid due or payable thereon received thereunder or in respect thereof after the related Subsequent Cutoff Date (including amounts due on or before the related Subsequent Cutoff Date but received by AFL Triad, the Company or the Seller Trust after the related Subsequent Cutoff DateDate (including all Liquidation Proceeds and recoveries received with respect to such Subsequent Receivables); and (2) all of the right, an assignment title and interest of Triad and the Company in and to (i) the security interests of AFL Triad and the Company in the related Financed Vehicles and any other interest of Triad and the Company in the related Financed Vehicles, including the certificates of title with respect to such Financed Vehicles, (ii) the Insurance Policies and any proceeds from any Insurance Policies relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, including rebates or refunds of premiums, all Collateral Insurance and any Force-Placed Insurance premiums relating to the Subsequent Receivables, (iii) the rights of AFL or Triad and the Seller Company against Dealers with respect to the Subsequent Receivables under the Dealer Agreements and the Dealer Assignments, (iv) the rights of Triad and the Company against Correspondents with respect to the Subsequent Receivables under the Correspondent Agreements and the Correspondent Assignments, (v) all items contained in the related Receivable Files relating to the Subsequent Receivables, and any and all other documents that AFL Triad keeps on file in accordance with its customary procedures relating to the Subsequent Receivables, the Obligors or the related Financed Vehicles, the rights of the Seller under the related Subsequent Purchase Agreement, (vi) property (including the right to receive future Liquidation Proceeds) that secures a any of the Subsequent Receivable Receivables and that has been acquired by or on behalf of the Company or the Trust pursuant to the liquidation of any such Subsequent Receivable, (vii) the rights of the Company under the Subsequent Receivables Purchase Agreement, (viii) all funds on deposit from time to time in the Collection Account, the Note Distribution Account, the Pre-Funding Account and the Capitalized Interest Account, including all income thereon and proceeds thereof, (ix) all of the right, title and interest of the Company in and to refunds for the costs of extended service contracts with respect to the Financed Vehicles and (x) all proceeds and investments of any of the foregoing, 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 of the foregoing.