Conveyance of Storm Recovery Property. (a) In consideration of the Issuer’s delivery to or upon the order of the Seller of $[ ], subject to the conditions specified in Section 2.02, the Seller does hereby irrevocably sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse or warranty, except as set forth herein, all right, title and interest of the Seller in, to and under the Storm Recovery Property (such sale, transfer, assignment, setting over and conveyance of the Storm Recovery Property includes, to the fullest extent permitted by the Storm Recovery Law and the South Carolina UCC, the assignment of all revenues, collections, claims, rights to payments, payments, money or proceeds arising from the rights and interests specified in the Financing Order, including the right to impose, bill, charge, collect, and receive Storm Recovery Charges related to the Storm Recovery Property, as the same may be adjusted from time to time pursuant to the True-Up Adjustment Mechanism). Such sale, assignment, or other absolute transfer of the Storm Recovery Property or other absolute transfer is hereby expressly stated to be a sale or other absolute transfer and, pursuant to S.C. Code Axx. § 58-27-1125(C)(1), shall be treated as an absolute transfer and true sale and not as a pledge of or secured transaction relating to the Seller’s right, title, and interest in, to, and under the Storm Recovery Property. The Seller and the Issuer agree that after giving effect to the sale, transfer, assignment, setting over and conveyance contemplated hereby the Seller has no right, title or interest in, to or under the Storm Recovery Property to which a security interest could attach because (i) it has sold, transferred, assigned, set over and conveyed all right, title and interest in and to the Storm Recovery Property to the Issuer, (ii) as provided in S.C. Code Axx. § 58-27-1125(C), all right, title and interest shall have passed to the Issuer and (iii) as provided in S.C. Code Axx. § 58-27-1125(C)(4), appropriate financing statements shall have been filed and such transfer is perfected against all third parties, including subsequent judicial or other lien creditors. If such sale, transfer, assignment, setting over and conveyance is held by any court of competent jurisdiction not to be a true sale as provided in S.C. Code Axx. § 58-27-1125(C), then such sale, transfer, assignment, setting over and conveyance shall be treated as a pledge of the Storm Recovery Property and as the creation of a ...
Conveyance of Storm Recovery Property. (a) In consideration of the Issuer’s delivery to or upon the order of the Seller of $[__________], subject to the conditions specified in Section 2.02, the Seller does hereby irrevocably sell, transfer, assign, set over and otherwise convey to the Issuer, without recourse or warranty, except as set forth herein, all right, title and interest of the Seller in and to the Storm Recovery Property (such sale, transfer, assignment, setting over and conveyance of the Storm Recovery Property includes, to the fullest extent permitted by the Securitization Act, the right to impose, xxxx, collect and receive Storm Recovery Charges and the assignment of all revenues, collections, claims, rights, payments, money or proceeds of or arising from the Storm Recovery Charges related to the Storm Recovery Property, as the same may be adjusted from time to time). Such sale, transfer, assignment, setting over and conveyance is hereby expressly stated to be a sale and, pursuant to Section 00-00-000 of the Securitization Act, shall be treated as an absolute transfer of all of the Seller’s right, title and interest in and to (as in a true sale), and not as a pledge or other financing of, the Storm Recovery Property. The Seller and the Issuer agree that after giving effect to the sale, transfer, assignment, setting over and conveyance contemplated hereby the Seller has no right, title or interest in or to the Storm Recovery Property to which a security interest could attach because (i) it has sold, transferred, assigned, set over and conveyed all right, title and interest in and to the Storm Recovery Property to the Issuer, (ii) as provided in Section 23-18-906(3) of the Securitization Act, such rights are only contract rights until the time of such sale, transfer, assignment, setting over and conveyance and (iii) as provided in Section 00-00-000 of the Securitization Act, an appropriate financing statement has been filed and such transfer is perfected against all third parties, including subsequent judicial or other lien creditors. If such sale, transfer, assignment, setting over and conveyance is held by any court of competent jurisdiction not to be a true sale as provided in Section 00-00-000 of the Securitization Act, then such sale, transfer, assignment, setting over and conveyance shall be treated as a pledge of such Storm Recovery Property and as the creation of a security interest (within the meaning of the Securitization Act and the UCC) in the Storm Recovery Property and,...
Conveyance of Storm Recovery Property. (a) In consideration of the Issuer's payment to or upon the order of the Seller of the Series A Purchase Price by wire transfer of funds immediately available on the date hereof, subject to the conditions specified in Section 2.02, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer, without recourse (subject to the obligations of the Seller herein), all right, title and interest of the Seller in, to and under the Series A Storm-Recovery Property identified in the Bill of Sale delivered pursuant to Section 2.02(a) on the Closing Xxxx (such sale, transfer, assignment and conveyance of the Series A Storm-Recovery Property to include, to the fullest extent permitted by the Statute and the UCC, the assignment of all revenues, collections, claims, rights, payments, money or proceeds of or arising from the Series A Storm-Recovery Charges related to the Series A Storm-Recovery Property, as the same may be adjusted from time to time, it being understood that such Series A Storm-Recovery Property does not include the right to any revenues, collections, claims, rights, payments, money or proceeds of or arising from the Tax Charges). Such sale, transfer, assignment and conveyance of the Series A Storm-Recovery Property is hereby expressly stated to be a sale or other absolute transfer and, pursuant to Section 366.8260(5)(c) of the Statute and the Financing Order, shall constitute a sale and absolute transfer of all of the Seller's right, title and interest, in, to and under, and not a borrowing secured by, the Series A Storm-Recovery Property. The preceding sentence is the statement referred to in Section 366.8260(5)(c) of the Statute. The Seller agrees and confirms that upon payment of the Series A Purchase Price and the execution and delivery of this Agreement and the related Bill of Sale, the Seller shall have no right, title or interest in, xx or under the Series A Storm-Recovery Property.
Conveyance of Storm Recovery Property. SECTION 1 Conveyance of Storm Recovery Property
