Common use of Issuance of the Notes Clause in Contracts

Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided in this Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 11 contracts

Samples: Underwriting Agreement (Carmax Auto Funding LLC), Underwriting Agreement (CarMax Auto Owner Trust 2011-3), Underwriting Agreement (CarMax Auto Owner Trust 2011-2)

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Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticatedexecuted, issued and delivered and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided herein and in this the Terms Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors' rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 4 contracts

Samples: Terms Agreement (Pooled Auto Securities Shelf LLC), Terms Agreement (Ml Asset Backed Corp), Underwriting Agreement (Merrill Auto Trust Securitization 2007-1)

Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided in this Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be subject to or limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form forms contemplated by, and entitled to the benefits of, the Indenture.

Appears in 3 contracts

Samples: Administration Agreement (California Republic Funding LLC), Underwriting Agreement (California Republic Funding LLC), California Republic Funding LLC

Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided in this Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors' rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 3 contracts

Samples: Underwriting Agreement (Carmax Auto Funding LLC), Underwriting Agreement (Carmax Auto Funding LLC), Underwriting Agreement (Carmax Auto Funding LLC)

Issuance of the Notes. The As of the Closing Date, the Notes will have been duly authorized and, at the Closing Time, and will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided in this Agreementtherefor, will constitute legal, valid and binding obligations of the TrustIssuer, enforceable against the Trust Issuer in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 2 contracts

Samples: Note Purchase Agreement (Fat Brands, Inc), Note Purchase Agreement (Fat Brands, Inc)

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Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and and, in the case of the Offered Notes, delivered against payment of the purchase price therefor as provided in this Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 1 contract

Samples: Underwriting Agreement (CarMax Auto Owner Trust 2009-1)

Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticatedexecuted, issued and delivered and, when authenticated in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided herein and in this the Terms Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors’ rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 1 contract

Samples: Underwriting Agreement (Merrill Auto Trust Securitization 2008-1)

Issuance of the Notes. The Notes have been duly authorized and, at the Closing Time, will have been duly executed and, when authenticated, issued and delivered in the manner provided for in the Indenture and delivered against payment of the purchase price therefor as provided in this Agreement, will constitute valid and binding obligations of the Trust, enforceable against the Trust in accordance with their terms, except as the enforcement thereof may be subject to or limited by bankruptcy, insolvency, reorganization, moratorium or similar laws affecting enforcement of creditors' rights generally and except as enforcement thereof is subject to general principles of equity (regardless of whether enforcement is considered in a proceeding in equity or at law), and will be in the form contemplated by, and entitled to the benefits of, the Indenture.

Appears in 1 contract

Samples: Pooled Auto Securities Shelf LLC

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