Common use of Repurchase upon Breach Clause in Contracts

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor of a breach of any of the representations and warranties described in Section 3.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, shall be deemed to constitute prompt notice of such breach; provided, further, the failure to give such notice shall not affect any obligation of the Depositor hereunder. If the breach materially and adversely affects the interests of the Noteholders, then the Depositor shall either (i) correct or cure such breach or (ii) purchase (or cause to be purchased) such Receivable from the holder thereof, in either case on or before the last day of the second Collection Period (or, at the option of the Depositor, the last day of the first Collection Period) following the date the Depositor became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material and adverse effect if such breach or failure does not affect the ability of the Issuer (or its

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material and adverse effect if such breach or failure does not affect the ability of the Issuer (or itssuch

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2015-2)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2015-1)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2014-4)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2014-3)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2014-1)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2015-5)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2014-5)

Repurchase upon Breach. (a) Upon discovery by or notice to the Issuer or the Depositor any party hereto of a breach of any of the representations and warranties described set forth in Section 3.2 2.2 with respect to any Receivable listed on the Schedule of Receivables at the time such representations and warranties were made which materially and adversely affects the interests of the Issuer or the Noteholders, the party discovering such breach or receiving such notice shall give prompt written notice thereof to the other party parties hereto; provided, that delivery of the Monthly Servicer Report, which identifies that Receivables are being or have been repurchased, a Servicer’s Certificate shall be deemed to constitute prompt notice by the Servicer, the Seller and the Issuer of such breach; provided, further, that the failure to give such notice shall not affect any obligation of the Depositor Seller hereunder. If the breach materially and adversely affects the interests of the NoteholdersIssuer or the Noteholders in such Receivable, then the Depositor Seller shall either (ia) correct or cure such breach or (iib) purchase (or cause to be purchased) repurchase such Receivable from the holder thereofIssuer, in either case on or the Business Day before the last day Payment Date following the end of the second Collection Period which includes the 60th day (or, at if the option of the DepositorSeller elects, the last day of the first Collection Periodan earlier date) following after the date the Depositor Seller became aware of or was notified of such breach. Any such breach or failure will be deemed to not have a material 2 Sale and adverse effect if such breach or failure does not affect the ability of the Issuer Servicing Agreement (or its2014-2)