Common use of Transfers Intended as Sale; Security Interest Clause in Contracts

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of the Seller’s estate in the event of a bankruptcy or insolvency of the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness.

Appears in 24 contracts

Samples: Subi Sale Agreement (Vw Credit Leasing LTD), Subi Sale Agreement (Vw Credit Leasing LTD), Subi Sale Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

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Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness.

Appears in 4 contracts

Samples: Subi Sale Agreement (Volkswagen Auto Lease Trust 2010-A), Subi Sale Agreement (Volkswagen Auto Lease Trust 2010-A), Subi Sale Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales sales, transfers, assignments and contributions conveyances rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that the Transaction SUBI Receivables and the Transaction SUBI Certificate related Transferred Assets shall not be part of the Seller’s estate in the event of a bankruptcy or insolvency of the Seller. The sales and contributions transfers by the Seller of the Transaction SUBI Receivables and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto related Transferred Assets hereunder are and shall be without recourse to, or representation 31 Sale and Servicing Agreement (2017-2) or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility collectability of underlying indebtednessthe Receivables.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC), Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2017-2)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event 's balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the Uniform Commercial Code.

Appears in 2 contracts

Samples: Subi Transfer Agreement (Volkswagen Auto Lease Trust 2002-A), Subi Sale Agreement (Volkswagen Auto Lease Trust 2002-A)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event 's balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the UCC.

Appears in 2 contracts

Samples: Subi Sale Agreement (Volkswagen Public Auto Loan Securitization LLC), Subi Transfer Agreement (Volkswagen Public Auto Loan Securitization LLC)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales sales, transfers, assignments and contributions conveyances rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that 40 Sale and Servicing Agreement (BLAST 2024-2) the Transaction SUBI Receivables and the Transaction SUBI Certificate related Transferred Assets shall not be part of the Seller’s estate in the event of a bankruptcy or insolvency of the Seller. The sales and contributions transfers by the Seller of the Transaction SUBI Receivables and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto related Transferred Assets hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility collectability of underlying indebtednessthe Receivables.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the UCC.

Appears in 2 contracts

Samples: Subi Sale Agreement (Volkswagen Auto Lease Underwritten Funding LLC), Subi Transfer Agreement (Volkswagen Auto Lease Underwritten Funding LLC)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event 's balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property SUBI Sale Agreement sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the UCC.

Appears in 2 contracts

Samples: Subi Sale Agreement (Volkswagen Auto Lease Underwritten Funding LLC), Subi Sale Agreement (Volkswagen Auto Lease Trust 2005-A)

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Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales sales, transfers, 30 Sale and contributions Servicing Agreement (USAA 2016-1) assignments and conveyances rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that the Transaction SUBI Receivables and the Transaction SUBI Certificate related Transferred Assets shall not be part of the Seller’s estate in the event of a bankruptcy or insolvency of the Seller. The sales and contributions transfers by the Seller of the Transaction SUBI Receivables and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto related Transferred Assets hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility collectability of underlying indebtednessthe Receivables.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (USAA Auto Owner Trust 2016-1), Sale and Servicing Agreement (USAA Auto Owner Trust 2016-1)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales sales, transfers, assignments and contributions conveyances rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that the Transaction SUBI Receivables and the Transaction SUBI Certificate related Transferred Assets shall not be part of the Seller’s estate in the event of a bankruptcy or insolvency of the Seller. The sales and contributions transfers by the Seller of the Transaction SUBI Receivables and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto related Transferred Assets hereunder are and shall be without recourse to, or representation 35 Sale and Servicing Agreement (20[ ]-[ ]) or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility collectability of underlying indebtednessthe Receivables.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event 's balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest SUBI Transfer Agreement in the Units allocated thereto hereunder are and shall be without recourse to, or representation or warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the UCC.

Appears in 1 contract

Samples: Subi Transfer Agreement (Volkswagen Auto Lease Trust 2004-A)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers contemplated and effected under this Agreement are complete and absolute sales and contributions rather than pledges or assignments of only a security interest and shall be given effect as such for all purposes. It is further the intention The sale and contribution of the parties hereto that the Transaction SUBI and the Transaction SUBI Certificate shall not be part of reflected on the Seller’s estate in the event 's balance sheet and other financial statements as a sale and contribution of a bankruptcy or insolvency of assets by the Seller. The sales and contributions by the Seller of the Transaction SUBI and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto hereunder are and shall be without recourse to, or representation or SUBI Transfer Agreement warranty (express or implied) by, the Seller, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtedness, and therefore are intended to be consistent with warranties ordinarily given by a seller of goods under Article 2 of the UCC.

Appears in 1 contract

Samples: Subi Transfer Agreement (Volkswagen Auto Lease Trust 2005-A)

Transfers Intended as Sale; Security Interest. (a) Each of the parties hereto expressly intends and agrees that the transfers transfer of the Transferred Assets contemplated and effected under this Agreement are is a complete and absolute sales sale and contributions transfer of the Transferred Assets rather than pledges a pledge or assignments assignment of only a security interest and shall be given effect as such for all purposes. It is further the intention of the parties hereto that the Transaction SUBI Receivables and the Transaction SUBI Certificate other Transferred Assets shall not be part of the Seller’s Depositor's estate in the event of a bankruptcy or insolvency of the SellerDepositor. The sales sale and contributions transfer by the Seller Depositor of the Transaction SUBI Receivables and the Transaction SUBI Certificate and the beneficial interest in the Units allocated thereto other Transferred Assets hereunder are is and shall be without recourse to, or representation or warranty Sale and Servicing Agreement 2007-1 (express or implied) by, the SellerDepositor, except as otherwise specifically provided herein. The limited rights of recourse specified herein against the Seller Depositor are intended to provide a remedy for breach of representations and warranties relating to the condition of the property sold, rather than to the collectibility of underlying indebtednessthe Receivables.

Appears in 1 contract

Samples: Sale and Servicing Agreement (GS Auto Loan Trust 2007-1)

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