Common use of Purchase of Receivables Upon Breach of Covenant Clause in Contracts

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholder; provided, however, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Property. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section 5.6. The sole remedy of the Trustee, the Purchaser or the Noteholder with respect to a breach of Sections 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section 4.7; provided, however, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser Purchaser, the Controlling Party or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections SECTIONS 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Controlling Party or the Noteholder with respect to a breach of Sections SECTIONS 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser Purchaser, the Controlling Party and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser, the Trustee, the Note Purchaser or the Trustee any Noteholder of a breach of any of the covenants of the Servicer set forth in Sections 4.2(a), 4.2(fSECTION 4.2(A), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser, the Note Purchaser or the Noteholder Noteholders hereunder with respect to a breach of Sections 4.2(a), 4.2(fSECTION 4.2(A), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, however, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser, the Note Purchaser and the Noteholder Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser, the Trustee, the Note Purchaser or the Trustee any Noteholder of a breach of any of the covenants of the Servicer set forth in Sections 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; provided, however, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section 5.6. The sole remedy of the Trustee, the Purchaser, the Note Purchaser or the Noteholder Noteholders hereunder with respect to a breach of Sections 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section 4.7; provided, however, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser, the Note Purchaser and the Noteholder Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections SECTIONS 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; provided, however, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser or the Noteholder with respect to a breach of Sections SECTIONS 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser, the Trustee, any Note Purchaser or the Trustee any Noteholder of a breach of any of the covenants of the Servicer set forth in Sections 4.2(a), 4.2(fSECTION 4.2(A), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Note Purchasers or the Noteholder Noteholders hereunder with respect to a breach of Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, however, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser Purchaser, the Note Purchasers and the Noteholder Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser, the Trustee, any Note Purchaser or the Trustee any Noteholder of a breach of any of the covenants of the Servicer set forth in Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Note Purchasers or the Noteholder Noteholders hereunder with respect to a breach of Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser Purchaser, the Note Purchasers and the Noteholder Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser Purchaser, the Insurer or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Insurer or the Noteholder with respect to a breach of Sections SECTION 4.2(a), 4.2(f)4.3, 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Standby Servicer, the Purchaser Insurer, the Purchaser, the Agent and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser Purchaser, the Insurer or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Insurer or the Noteholder with respect to a breach of Sections 4.2(aSECTION 4.2(A), 4.2(f)4.3, 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section SECTION 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser Insurer, the Purchaser, the Agent and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser Purchaser, the Insurer or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections Section 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section 4.7. Unless the breach shall have been cured by the last day of the next Accrual second Collection Period following such discoverydiscovery (or, at the Servicer's election, the Servicer shall, on or prior to such last day of the next Accrual first following Collection Period), the Servicer shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section 5.6. The sole remedy of the Trustee, the Purchaser Purchaser, the Insurer or the Noteholder Noteholders with respect to a breach of Sections Section 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Standby Servicer, the Collateral Agent, the Insurer, the Purchaser, the Initial Note Purchaser and the Noteholder Noteholders against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.

Purchase of Receivables Upon Breach of Covenant. Upon discovery by any of the Servicer, the Purchaser or the Trustee of a breach of any of the covenants of the Servicer set forth in Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6, the party discovering such breach shall give prompt written notice to the others and the Noteholderothers; providedPROVIDED, howeverHOWEVER, that the failure to give any such notice shall not affect any obligation of the Servicer under this Section SECTION 4.7. Unless the breach shall have been cured by the last day of the next Accrual Period following such discovery, the Servicer shall, on or prior to such last day of the next Accrual Period, shall purchase any Receivable materially and adversely affected by such breach and the related Other Conveyed Propertybreach. In consideration of the purchase of such Receivable, the Servicer shall remit the Purchase Amount for such Receivable in the manner specified in Section SECTION 5.6. The sole remedy of the Trustee, the Purchaser or the Noteholder with respect to a breach of Sections SECTION 4.2(a), 4.2(f), 4.4, 4.5 or 4.6 shall be to require the Servicer to repurchase Receivables and the related Other Conveyed Property pursuant to this Section 4.7; providedPROVIDED, howeverHOWEVER, that the Servicer shall indemnify the Trustee, the Backup Servicer, the Purchaser and the Noteholder against all costs, expenses, losses, damages, claims and liabilities, including reasonable fees and expenses of counsel, which may be asserted against or incurred by any of them as a result of third party claims arising out of the events or facts giving rise to such breach.