The Receivables. With respect to each Receivable acquired by the Borrower from the Transferor, the Borrower will (i) acquire such Receivable pursuant to and in accordance with the terms of the Contribution Agreement, (ii) take all action necessary to perfect, protect and more fully evidence the Borrower’s ownership of such Receivable, including (A) filing and maintaining effective financing statements (Form UCC-1) against the Transferor and the applicable Originator in all necessary or appropriate filing offices, and filing continuation statements, amendments or assignments with respect thereto in such filing offices and (B) executing or causing to be executed such other instruments or notices as may be necessary or appropriate and (iii) take all additional action that the Administrative Agent may reasonably request to perfect, protect and more fully evidence the respective interests of the parties to this Agreement in the Receivables and other Collateral related thereto.
The Receivables. SECTION 3.1Representations and Warranties of the Depositor. The Depositor makes the following representations and warranties as to the Receivables on which the Issuer is deemed to have relied in acquiring the Receivables. Such representations and warranties speak as of the execution and delivery of this Agreement and as of the Closing Date (unless another date or time period is otherwise specified or indicated in the particular representation or warranty), but shall survive the sale, transfer and assignment of the Receivables to the Issuer and the pledge thereof to the Indenture Collateral Agent for the benefit of the Indenture Trustee pursuant to the Indenture. The representations set forth in Sections 3.1(a), (b), (h), (i) and (r) may not be waived.
The Receivables. Section 3.01 Representations and Warranties of the Company with Respect to the Receivables. The Company makes the following representations and warranties as to the Receivables conveyed by it to the Issuer, on which the Issuer is deemed to have relied in acquiring the Receivables. Such representations and warranties speak as of the execution and delivery of this Agreement and as of the Closing Date, but shall survive the sale, transfer and assignment of the Receivables to the Issuer and the pledge thereof to the Indenture Trustee pursuant to the Indenture.
The Receivables. The Receivables constitute "tangible chattel paper" within the meaning of the applicable UCC. Triad Financial Corporation, as the Custodian under the Sale and Servicing Agreement, has in its possession all original copies of the receivable files that constitute or evidence the Receivables. The receivable files that constitute or evidence the Receivables do not have any marks or notations indicating that they have been pledged, assigned or conveyed by the Issuer to any person.
The Receivables. The Funding Seller hereby represents, warrants and covenants to each of the Purchasing Entities as of each Purchase Date with respect to each Receivable purchased or purported to be purchased on such date (including each Receivable originated by the January 2015 Originator and sold or purported to be sold to the Purchaser on such date), that:
The Receivables. SECTION 3.1. REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES. The Transferor has made the representations and warranties set forth in Section 3.3 of the Purchase Agreement, and has consented to the assignment by Seller to Issuer of Seller’s rights with respect thereto. Pursuant to Section 2.1 of this Agreement, Seller has transferred to Issuer all of Seller’s right, title and interest in, to and under the Purchase Agreement, including the representations and warranties of the Transferor therein and all of Transferor’s right, title and interest in, to and under the Sale Agreement and the representations and warranties of WFFA therein, and all of WFFA’s right, title and interest in, to and under the Transfer Agreement, including the representations and warranties of the Originators therein, upon which Issuer relies in accepting the Receivables, together with all rights of Seller with respect to any breach thereof, including the right to require the Transferor to purchase Receivables in accordance with the Purchase Agreement and the right to require WFFA to purchase Receivables in accordance with the Sale Agreement. SECTION 3.2. REPURCHASE UPON BREACH.
The Receivables. Each Originator hereby jointly and severally represents and warrants to the Purchaser that as of the Cut Off Date, with respect to the Initial Receivables, and as of the related Addition Date, with respect to Additional Receivables, such that:
The Receivables. The credit applications and other credit documents provided to Bank by ColorTyme pursuant to Section 2.1 in connection with each application by a Franchisee for financing pursuant to this Agreement will in each case be all the documents received or acquired by ColorTyme or the Guarantor in connection with such application; to the best of ColorTyme's and the Guarantor's knowledge, each such document will have been duly executed by the persons whose signatures purport to appear thereon; to the best of ColorTyme's and the Guarantor's knowledge, none of such documents or any other materials submitted therewith will contain any false or misleading statements or information; and at the time such documents are provided to Bank and, if the application for financing is approved by Bank, at the time the resulting Receivable is funded by Bank, neither ColorTyme nor the Guarantor will have any knowledge of any fact or circumstance that would materially adversely affect the enforceability or collectibility of the Receivable or Bank's rights thereunder or in the collateral securing such Receivable.