Common use of Initial Receivables Clause in Contracts

Initial Receivables. In consideration of the Issuing Entity’s delivery of the Notes and the Certificates to, or upon the order of, the Depositor, the Depositor does hereby enter into this Agreement and the related Second Step Initial Receivables Assignment in the form attached as Exhibit B to this Agreement (the “Second Step Initial Receivables Assignment”) and agrees to fulfill all of its obligations hereunder and thereunder and to sell, transfer, assign and otherwise convey to the Issuing Entity, without recourse: (i) all right, title and interest of the Depositor in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and all monies received thereon on and after the Initial Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Servicer or the Seller covering any related Financed Vehicle; (ii) the interest of the Depositor in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Depositor in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Depositor in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Depositor in, to and under the Pooling and Servicing Agreement, the First Step Receivables Assignments and the Custodian Agreement, including the right of the Depositor to cause the Seller or the Servicer to repurchase Receivables under certain circumstances; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance of such Additional Receivables as of each Distribution Date; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above 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 of any or all of the foregoing, 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, investment property, payment intangibles, general intangibles, 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.

Initial Receivables. In consideration of the Issuing Entity’s Issuer's delivery of the Notes and the Certificates to, or upon the order of, the DepositorSeller, the Depositor Seller does hereby enter into this Agreement and the related Second Step Initial Receivables Assignment in the form attached as Exhibit B to this Agreement (the “"Second Step Initial Receivables Assignment”") and agrees to fulfill all of its obligations hereunder and thereunder and to sell, transfer, assign and otherwise convey to the Issuing EntityIssuer, without recourse: (i) all right, title and interest of the Depositor Seller in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (a) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (b) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Servicer or the Seller covering any related Financed Vehicle; (ii) the interest of the Depositor Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Initial Receivables originated in Wisconsin, the interest of the Depositor Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Depositor Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Depositor Seller in, to and under the Pooling and Servicing Agreement, the First Step Receivables Assignments Assignments, and the Custodian Agreement, including the right of the Depositor Seller to cause the Seller or the Servicer GMAC to repurchase Receivables under certain circumstances; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance of such Additional Receivables as of each Distribution DateReceivables; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all the interest of the foregoing Seller in any proceeds of the property described in clauses (i) through and (viii) above 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 of any or all of the foregoing, 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, investment property, payment intangibles, general intangibles, 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 foregoingabove.

Initial Receivables. In consideration of the Issuing Entity’s Issuer's delivery of the Notes and the Certificates to, or upon the order of, the DepositorSeller, the Depositor Seller does hereby enter into this Agreement and the related Second Step Initial Receivables Assignment in the form attached as Exhibit B to this Agreement (the “"Second Step Initial Receivables Assignment”") and agrees to fulfill all of its obligations hereunder and thereunder and to sell, transfer, assign and otherwise convey to the Issuing EntityIssuer, without recourse: (i) all right, title and interest of the Depositor Seller in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (a) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (b) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Servicer or the Seller covering any related Financed Vehicle; (ii) the interest of the Depositor Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Depositor Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Depositor Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Depositor Seller in, to and under the Pooling and Servicing Agreement, the First Step Receivables Assignments Assignments, and the Custodian Agreement, including the right of the Depositor Seller to cause the Seller or the Servicer GMAC to repurchase Receivables under certain circumstances; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance of such Additional Receivables as of each Distribution DateReceivables; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all the interest of the foregoing Seller in any proceeds of the property described in clauses (i) through and (viii) above 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 of any or all of the foregoing, 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, investment property, payment intangibles, general intangibles, 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 foregoingabove.

Initial Receivables. In consideration of the Issuing Entity’s delivery of the Notes and the Certificates to, or upon the order of, the Depositor, the Depositor does hereby enter into this Agreement and the related [related] Second Step Initial [Initial] Receivables Assignment in the form attached as Exhibit B to this Agreement (the “Second Step Initial [Initial] Receivables Assignment”) and agrees to fulfill all of its obligations hereunder and thereunder and to sell, transfer, assign and otherwise convey to the Issuing Entity, without recourse: (i) all right, title and interest of the Depositor in, to and under the Initial [Initial] Receivables listed on the Schedule of Initial [Initial] Receivables and all monies received thereon on and after the Initial [Initial] Cutoff Date, [in each case] exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Servicer or the Seller covering any related Financed Vehicle; (ii) the interest of the Depositor in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial [Initial] Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Depositor in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Depositor in any proceeds from recourse against Dealers on the Initial [Initial] Receivables; (v) all right, title and interest of the Depositor in, to and under the Pooling and Servicing Agreement, the First Step Receivables Assignments Assignment[s] and the Custodian Agreement, including the right of the Depositor to cause the Seller or the Servicer to repurchase Receivables under certain circumstances; (vi) [the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance of such Additional Receivables as of each Distribution Date; ;] and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through [(vi) v)][(vi)] above 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 of any or all of the foregoing, 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, investment property, payment intangibles, general intangibles, 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.

Initial Receivables. In consideration of the Issuing Entity’s Issuer's delivery of the Notes and the Certificates to, or upon the order of, the DepositorSeller, the Depositor Seller does hereby enter into this Agreement and the related Second Step Initial Receivables Assignment in the form attached as Exhibit B to this Agreement (the “"Second Step Initial Receivables Assignment”") and agrees to fulfill all of its obligations hereunder and thereunder and to sell, transfer, assign and otherwise convey to the Issuing EntityIssuer, without recourse: (i) all right, title and interest of the Depositor Seller in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (a) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (b) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Servicer or the Seller covering any related Financed Vehicle; (ii) the interest of the Depositor Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Initial Receivables originated in Wisconsin, the interest of the Depositor Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Depositor Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Depositor Seller in, to and under the Pooling and Servicing Agreement, the First Step Receivables Assignments Agreement and the Custodian Agreement, including the right of the Depositor Seller to cause the Seller or the Servicer GMAC to repurchase Receivables under certain circumstances; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance of such Additional Receivables as of each Distribution DateBalance; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all the interest of the foregoing Seller in any proceeds of the property described in clauses (i) through and (viii) above 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 of any or all of the foregoing, 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, investment property, payment intangibles, general intangibles, 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 foregoingabove.