Purchase and Sale of Lease Assets Sample Clauses

Purchase and Sale of Lease Assets. (a) On the Closing Date, subject to satisfaction of the conditions specified in Article V and the Lease Assets Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Secured Notes Transfer Agreements), the Seller shall sell, transfer, assign and otherwise convey to ACOLT, without recourse: (i) all right, title and interest of the Seller in, to and under the Lease Assets listed on the Lease Assets Schedule attached as Schedule A hereto (including the Beneficial Interest in each Leased Vehicle related thereto) and all monies due thereunder on and after the Cutoff Date and, with respect to the related Leased Vehicles, to the extent permitted by law, all accessions thereto; (ii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering Leased Vehicles or Lessees related to the Lease Assets; (iii) the interest of the Seller in any proceeds from recourse against Dealers on the Lease Assets; (iv) all right, title and interest of the Seller in, to and under the Lease Assets Assignment; (v) all right, title and interest of the Seller in, to and under the VAULT Trust Agreement (solely with respect to the Leased Vehicles related to the Lease Assets); and (vi) the present and future claims, demands, causes and choses in action in respect of any or all the foregoing described in clauses (i) through (v) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all 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 (collectively with the assets described in clauses (i) through (vi) above, the “Sold Assets”). (b) It is the intention of the Seller and ACOLT that the sale, transfer, assignment and other conveyances of the Sold Assets contemplated by this Agreement and Lease Assets Assignment shall constitute a sale of the Sold Assets from the Seller...