Removal and Sale of Purchaser Assets Sample Clauses

Removal and Sale of Purchaser Assets. (a) In the event that a Receivable becomes a Delinquent Receivable or the Obligor thereon is subject to a bankruptcy proceeding, the Seller shall be granted an assignable option (a “Purchase Option”) to purchase such 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. The Seller may sell, transfer, assign or otherwise convey its Purchase Option with respect to any such Receivable and the other related Purchaser Assets to any party at any time after the related Receivable becomes a Delinquent 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 Option with respect to any such Receivable and the other related Purchaser Assets shall automatically terminate upon (i) in the case of a Delinquent 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 Receivable and any other related Purchaser Assets due to the Seller’s breach of a representation with respect to such 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 Option at any time before the Redemption Date shall not exceed 10% of the Aggregate Receivable Value as of the Cut-off Date.
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Removal and Sale of Purchaser Assets. (a) In the event that a Receivable becomes a Delinquent Receivable or the Obligor thereon is subject to a bankruptcy proceeding, the Purchaser may, with the prior written consent of the Issuer (a “Removal Option”), purchase such Receivable and the other related Purchaser Assets, subject to the terms and conditions herein, from the Issuer at a price (the “Option Price”) equal to the Purchase Amount. If not exercised earlier, the Removal Option with respect to any such Receivable and the other related Purchaser Assets shall automatically terminate upon (i) in the case of a Delinquent Receivable, the related Obligor’s cure of all defaults on the Receivable, (ii) the acquisition by, or on behalf of, the Issuer of the related Equipment through repossession, or (iii) a repurchase of such Receivable and any other related Purchaser Assets due to the Transferor’s breach of a representation with respect to such Receivable and any other related Purchaser Assets. The Aggregate Receivable Value of Receivables and the related Equipment with respect to which the Purchaser may exercise its Removal Option at any time before the Redemption Date shall not exceed ten percent (10%) of the Aggregate Receivable Value as of the Cut-off Date.
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Related to Removal and Sale of Purchaser Assets

  • 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.

  • Sale of Purchased Assets Sell, transfer, assign, lease, encumber or otherwise dispose of any of the Purchased Assets other than in the ordinary course of Seller's business consistent with past practices;

  • 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 Purchased Shares At the Closing and on the terms and subject to the conditions set forth in this Agreement, Sellers shall sell and deliver to Purchaser, and Purchaser shall purchase from Sellers and pay therefor, the Purchased Shares, free and clear of any and all Encumbrances and in suitable form for transfer to Purchaser.

  • 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 Property Subject to and in accordance with the ----------------------------- terms and provisions of this Agreement, Seller hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Seller, the Property, which term "Property" shall mean and include the following:

  • 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 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).

  • Transfer of Purchased Assets At each exercise of the Asset Purchase Option by Party A:

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