Repurchase of Receivables Upon Breach. Upon the occurrence of a Repurchase Event, Seller shall, unless the breach which is the subject of such Repurchase Event shall have been cured in all material respects, repurchase the Receivable relating thereto from the Issuer if and only if the interests of the Noteholders therein are materially and adversely affected by any such breach and, simultaneously with the repurchase of the Receivable, Seller shall deposit the Purchase Amount in full, without deduction or offset, to the Collection Account, pursuant to Section 3.2 of the Sale and Servicing Agreement. It is understood and agreed that, except as set forth in Section 6.1 hereof, the obligation of Seller to repurchase any Receivable, as to which a breach occurred and is continuing, shall, if such obligation is fulfilled, constitute the sole remedy against Seller for such breach available to Purchaser, the Issuer, the Noteholders, the Certificateholder, the Trust Collateral Agent on behalf of the Noteholders or the Owner Trustee on behalf of the Certificateholder. The provisions of this Section 5.1 are intended to grant the Issuer and the Trust Collateral Agent a direct right against Seller to demand performance hereunder, and in connection therewith, Seller waives any requirement of prior demand against Purchaser with respect to such repurchase obligation. Furthermore, any Person who may request that any Receivable be repurchased by the Seller or the Purchaser in accordance with Section 3.2 of the Sale and Servicing Agreement may request that the Seller repurchase the related Receivable due to the occurrence of a Repurchase Event, in the same manner that it would request such repurchase pursuant to Section 3.2 of the Sale and Servicing Agreement. Any repurchase hereunder shall take place in the manner specified in Section 3.2 of the Sale and Servicing Agreement. Notwithstanding any other provision of this Agreement or the Sale and Servicing Agreement to the contrary, the obligation of Seller under this Section shall not terminate upon a termination of Seller as Servicer under the Sale and Servicing Agreement and shall be performed in accordance with the terms hereof notwithstanding the failure of the Servicer or Purchaser to perform any of their respective obligations with respect to such Receivable under the Sale and Servicing Agreement. In addition to the foregoing and notwithstanding whether the related Receivable shall have been purchased by Seller, Seller shall indemnify the Issuer, the Trust Co...
Repurchase of Receivables Upon Breach. The Servicer shall inform the Owner Trustee, the Note Insurer, and the Indenture Trustee promptly, in writing, upon the discovery of any breach pursuant to Section 3.02(b) of the Transfer and Assignment Agreement or the Contribution Agreement; provided, however, that the Servicer shall have no duty to investigate or determine the existence of any breach except as specified herein. Unless the breach shall have been cured within the applicable cure period following such discovery as set forth in Section 7.02 of the Transfer and Assignment Agreement and Section 7.02 of the Contribution Agreement, or waived by the Note Insurer, the Servicer shall deliver to the Owner Trustee a written demand to cause the Seller to reacquire such Receivable from the Owner Trustee and the Transferor to repurchase such Receivable from the Seller within five (5) Business Days following the expiration of such cure period. The sole remedy of the Owner Trustee, the Indenture Trustee, the Note Insurer, the Swap Counterparty or the Noteholders against the Transferor and the Seller with respect to a breach pursuant to Section 3.02(b) of the Transfer and Assignment Agreement or the Contribution Agreement shall be as set forth in the Transfer and Assignment Agreement or the Contribution Agreement. Promptly following a repurchase pursuant to Section 7.02 of the Transfer and Assignment Agreement or the Contribution Agreement, the Servicer shall give the Owner Trustee written notice thereof.
Repurchase of Receivables Upon Breach. If, as a result of a breach of any of the representations and warranties made by the Seller to the Issuer hereunder, the Issuer breaches similar representations and warranties made by it under the Indenture and Servicing Agreement and thereby becomes obligated under the Indenture and Servicing Agreement to accept retransfer of any Receivables, in addition to any other rights or remedies that the Issuer may have against the Seller as a result of such breach, the Seller shall be obligated to (i) repurchase the Receivables retransferred to the Issuer for an amount equal to the amount the Issuer is required to deposit under the Indenture and Servicing Agreement in connection with such retransfer or (ii) accept retransfer of any such Receivables in exchange for the sale, transfer and conveyance hereunder, pursuant to a Schedule of Receivables, of Receivables of equal or greater value from the Originating Institution (the "Substitute Receivables") of the affected Receivables, if and to the extent that the Seller has the right to demand, or is obligated to accept such substitution, pursuant to the terms of the applicable Asset Sale Agreement.
Repurchase of Receivables Upon Breach. The Servicer or ------------------------------------- the Trustee shall inform the other party promptly, in writing, upon the discovery of any breach pursuant to the second sentence of Section 4.01 or Section 4.02, 4.05 or 4.06. Unless the breach shall have been cured by the last day of the second Collection Period following such discovery (or, at the Servicer's election, the last day of the first Collection Period following such discovery), the Servicer shall (whether or not such breach was known to the Servicer on the Closing Date (as defined in the Purchase Agreement)) purchase any Receivable materially and adversely affected by such breach (which shall include any Receivable as to which a breach of Section 4.06 has occurred). In consideration of the purchase of such Receivable, the Servicer shall remit the Repurchase Amount in the manner specified in Section 5.05. For the purposes of this Section 4.07, the Repurchase Amount shall consist in part of a release by the Servicer of all rights of reimbursement with respect to Outstanding Advances of the Receivable. The sole remedy of the Trustee, the Trust or the Certificateholders with respect to a breach pursuant to the second sentence of Section 4.01 or Section 4.02, 4.05 or 4.06 shall be to require the Servicer to purchase Receivables pursuant to this Section 4.07.
Repurchase of Receivables Upon Breach. The Depositor, the Seller, the Master Servicer or the Owner Trustee, as the case may be, shall inform the other parties to this Agreement and the Indenture Trustee promptly, in writing, upon the discovery of any breach or
Repurchase of Receivables Upon Breach. 27 Section 2.05. Duties of Servicer as Custodian. 28 Section 2.06. Instructions; Authority to Act.. 28 Section 2.07. Indemnification by Custodian.. 28 Section 2.08. Effective Period and Termination.. 29 ARTICLE THREE ADMINISTRATION AND SERVICING OF RECEIVABLES Section 3.01. Duties of Servicer.. 29 Section 3.02. Collection of Receivable Payments.. 30 Section 3.03. [Reserved]. 30 Section 3.04. Realization Upon Receivables.. 30 Section 3.05. Maintenance of Physical Damage Insurance Policies.. Section 3.06. Maintenance of Security Interests in Financed Vehicles.. Section 3.07. Covenants of Servicer. 31 Section 3.08. Purchase of Receivables Upon Breach..
Repurchase of Receivables Upon Breach. The Servicer shall inform the Debtor, the Surety Bond Provider, the Collateral Agent, the Noteholder and the Back-up Servicer promptly, in writing, upon the discovery of the occurrence of any Repurchase Event (as defined in Section 6.2 of the Purchase Agreement); provided, however, that the Servicer shall have no duty to investigate or determine the existence of any breach except as specified herein. Unless waived by the Surety Bond Provider, the Servicer shall deliver to the Debtor a written demand to cause the Seller to reacquire the affected Receivable as provided in the Purchase Agreement. The sole remedy of the Debtor, the Collateral Agent, the Surety Bond Provider (except as otherwise provided in the Insurance Agreement), or the Noteholder against the Seller with respect to any receivable shall be the repurchase thereof as provided in the Purchase Agreement.
Repurchase of Receivables Upon Breach. (a) Each of the Depositor, the Issuer, the Seller and the Servicer shall inform the other parties to this Agreement promptly and in writing upon the discovery by it of (i) any breach of the Seller’s representations and warranties deemed to be made pursuant to Section 3.01(a), in each case without regard to any limitation set forth in such representation or warranty concerning the knowledge of any Person as to the facts stated therein or (ii) any breach of the Depositor’s representations and warranties under Section 3.02.
Repurchase of Receivables Upon Breach. The Servicer shall inform the Depositor, the Trustee and the Supervisory Servicer promptly, in writing, upon the discovery of any breach pursuant to Section 3.02(b) of the Transfer and Assignment Agreement; provided, however, that the Servicer shall have no duty to investigate or determine the existence of any breach except as specified herein. Unless the breach shall have been cured within the applicable cure period following such discovery as set forth in Section 7.02 of the Transfer and Assignment Agreement, the Servicer shall deliver to the Depositor a written demand to cause the Seller to repurchase such Receivable from the Depositor within five (5) Business Days following the expiration of such cure period. The sole remedy of the Depositor, the Trustee or the Certificateholders against the Seller with respect to a breach pursuant to Section 3.02(b) of the Transfer and Assignment Agreement shall be as set forth in the Transfer and Assignment Agreement. Promptly following a repurchase pursuant to Section 7.02 of the Transfer and Assignment Agreement, the Depositor shall give the Servicer written notice thereof.
Repurchase of Receivables Upon Breach
