WOAR definition
Examples of WOAR in a sentence
The representations and warranties of WOAR hereunder shall be true and correct in all material respects as of the Purchase Date, and WOAR shall have performed in all material respects all obligations to be performed by it hereunder on or prior to the Purchase Date.
World Omni shall deliver such other documents as WOAR may reasonably request.
In consideration for the purchase of the Receivables and related assets pursuant to Section 2.01 hereof, WOAR shall pay to World Omni on the Closing Date an amount equal to the aggregate Starting Principal Balances for such Receivables (with respect to such Receivables, the “Purchase Price”) and World Omni shall execute and deliver to WOAR the RPA Assignment with respect to such Receivables and related assets.
World Omni shall give WOAR at least 15 days’ prior written notice of any relocation of its principal executive office or jurisdiction of formation if, as a result of such relocation, the applicable provisions of the UCC would require the filing of any amendment of any previously filed financing or continuation statement or of any new financing statement and shall promptly file any such amendment or new financing statement.
WOAR has the requisite power and authority to execute and deliver this Agreement and to carry out its terms, and the execution, delivery and performance of this Agreement have been duly authorized by WOAR by all necessary action.
On the Closing Date, a portion of such Purchase Price payable on such date equal to approximately $1,290,657,308.40 shall be paid to World Omni in immediately available funds and the balance of the Purchase Price ($115,388,835.66) shall be recorded as a capital contribution to WOAR from World Omni.
World Omni shall not change its name, identity or corporate structure in any manner that could reasonably be expected to make any financing statement or continuation statement filed in accordance with paragraph (a) above seriously misleading within the meaning of Section 9-506 of the UCC, unless it shall have given WOAR at least five days’ prior written notice thereof and shall have promptly filed appropriate amendments to all previously filed financing statements or continuation statements.
With respect to all Receivables repurchased by World Omni pursuant to this Agreement and the Sale and Servicing Agreement, WOAR shall assign, without recourse, representation or warranty, to World Omni all WOAR’s right, title and interest in and to such Receivables and all security and documents relating thereto.
World Omni shall deliver a file-stamped copy or other evidence satisfactory to WOAR of such filing to WOAR on or prior to the tenth day following the Purchase Date.
This repurchase obligation of World Omni shall constitute the sole remedy of WOAR, the Trust, the Indenture Trustee, the Noteholders, the Owner Trustee, the Certificateholders or any other Person against World Omni with respect to any Repurchase Event.