Removal and Sale of [Loans] [Purchaser Assets] Sample Clauses

Removal and Sale of [Loans] [Purchaser Assets]. (a) In the event that a [Loan] [Receivable] becomes a Delinquent [Loan] [Receivable] or the Obligor thereon is subject to a bankruptcy proceeding, the Seller shall be granted an assignable option (a “[Purchase] [Removal] Option”) to[: (i) in the case such Receivable is a Non-SUBI Receivable,] purchase such [Delinquent Loan] [Receivable and the other related Purchaser Assets, subject to the terms and conditions herein,] from the Purchaser at a price (the “Option Price”) equal to the Purchase Amount [or (ii) in the case such Receivable is a SUBI Receivable, cause the SUBI Seller to reallocate such Receivable from the 201[●]-[●] SUBI to the UTI and pay the Issuer the Option Price]. The Seller may sell, transfer, assign or otherwise convey its [Purchase] [Removal] Option with respect to any such [Loan] [Receivable and the other related Purchaser Assets] to any party at any time after the related [Loan] [Receivable] becomes a Delinquent [Loan] [Receivable] or the Obligor thereon is subject to a bankruptcy proceeding. The Seller shall notify the Purchaser of such transfer and such notice shall include the transferee’s name, address, telephone number, facsimile number and appropriate contact person(s) and shall be acknowledged in writing by the transferee. If not exercised earlier, the [Purchase] [Removal] Option with respect to any such [Loan] [Receivable and the other related Purchaser Assets] shall automatically terminate upon (i) in the case of a Delinquent [Loan] [Receivable], the related Obligor’s cure of all defaults on the Receivable, (ii) the acquisition by, or on behalf of, the Purchaser of the related Equipment through repossession, or (iii) a repurchase of such [Loan] [Receivable] and any other related Purchaser Assets due to the Seller’s breach of a representation with respect to such [Loan] [Receivable and any other related Purchaser Assets]. The Aggregate Receivable Value of Receivables and the related Equipment with respect to which the Seller may exercise its [Purchase] [Removal] Option at any time before the Redemption Date shall not exceed ten percent (10%) of the [aggregate Outstanding Principal Balance of the Loans] [Aggregate Receivable Value] as of the Cut-off Date.
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Related to Removal and Sale of [Loans] [Purchaser Assets]

  • Purchase and Sale of the Purchased Assets 2 Section 2.1 Assets of Seller to be Transferred to Buyer 2 Section 2.2 Excluded Assets 3 ARTICLE III PURCHASE PRICE FOR THE PURCHASED ASSETS 4 Section 3.1 Purchase Price 4 Section 3.2 Closing Payments 4 Section 3.3 Post-Closing Payments. 4 Section 3.4 Pre-Closing Statement; Post-Closing Purchase Price Adjustment. 5 Section 3.5 Covenants Regarding Stock Consideration. 7 Section 3.6 Allocation of Purchase Price 8 Section 3.7 Withholding 8 Section 3.8 Electronic Transfer of Certain Assets 8 Section 3.9 Employee and Independent Contractor Matters 9 Section 3.10 Inability to Assign Assigned Contracts. 10 Section 3.11 Payments to Members 10 Section 3.12 Paying Agent 11

  • Purchase and Sale of Acquired Assets At the Closing and subject to the terms and conditions of this Agreement, Seller shall sell, transfer, assign, convey and deliver to Buyer, free and clear of all Encumbrances, other than Permitted Encumbrances, and Buyer shall purchase, acquire, take assignment and delivery from Seller, of all of the right, title and interest of Seller in and to the Acquired Assets, as specified below.

  • Purchase and Sale of the Mortgage Loans and Related Rights (a) Upon satisfaction of the conditions set forth in Section 10 hereof, the Mortgage Loan Seller agrees to sell, and the Purchaser agrees to purchase Mortgage Loans having an aggregate outstanding principal balance as of the Cut-off Date equal to the Cut-off Date Balance.

  • Purchase and Sale of Purchased Assets On the terms and subject to the conditions set forth in this Agreement, at the Closing, the Purchaser will purchase from the Seller, and the Seller will sell, transfer, assign, convey and deliver to the Purchaser the Purchased Assets pursuant to the Xxxx of Sale.

  • Purchase and Sale of Receivables On the Closing Date, subject to the terms and conditions of this Agreement, the Seller agrees to sell to the Purchaser, and the Purchaser agrees to purchase from the Seller, the Receivables and the other property relating thereto (as defined below).

  • Purchase and Sale of the Interests Upon the terms and subject to the conditions of this Agreement, at the Closing, the Seller shall sell, assign, transfer, convey and deliver, free and clear of all Encumbrances (other than restrictions on transfer of securities imposed by applicable state and federal securities laws) to the Purchaser, the Interests, and the Purchaser shall purchase the Interests.

  • Purchase and Sale of the Property Subject to the terms of this Agreement, Seller agrees to sell to Buyer, and Buyer agrees to purchase from Seller, the Property for the Purchase Price.

  • Purchase and Sale of Notes and Warrants (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase (in the amounts set forth as Exhibit A hereto) from the Company, secured convertible demand promissory notes in the aggregate principal amount of up to Eight Million Dollars ($8,000,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

  • Purchase and Sale of the Assets (a) Purchase and Sale of the Assets. Subject to the terms and conditions of this Agreement and on the basis of the representations, warranties, covenants and agreements herein contained:

  • Purchase and Sale Agreements All purchase and sale agreements now or hereafter entered into of the Real Estate, or any portion thereof, or any condominium units into which the Real Estate may be converted including, without limitation, cash, letters of credit or securities deposited thereunder to secure performance by the purchasers of their obligations thereunder (hereinafter, the “Purchase and Sale Agreements”); and

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