Retransfer of Sale Assets Sample Clauses

Retransfer of Sale Assets. Upon confirmation of the deposit of the Retransfer Price of a Receivable subject to a Warranty Event into the Collection Account (the date of such delivery for such Receivable, the “Retransfer Date”) for such Receivable pursuant to Section 6.1, the Buyer shall, automatically and without further action be deemed to transfer, assign and set-over to the applicable Seller, without recourse, representation or warranty, all the right, title and interest of the Buyer in, to and under such Receivable and all future monies due or to become due with respect thereto and the Related Security (including all Proceeds of such Receivable and Recoveries relating thereto, all rights to security for any such Receivable and all Proceeds and products of the foregoing). The Buyer shall, at the sole expense of the applicable Seller, execute such documents and instruments of transfer as may be prepared by such Seller, execute such instruments of termination or release in favor of the Buyer with respect to such Receivable to be released from the Lien of this Agreement as the Buyer may reasonably request (in recordable form if necessary) and take any other such actions as shall reasonably be requested by such Seller to effect the transfer of such Receivable pursuant to this Section 6.3.
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Retransfer of Sale Assets. If on any day a Receivable is (or becomes) subject to a Warranty Event, the applicable Seller shall, within ten (10) Business Days of the earlier of a Responsible Officer of such Seller obtaining actual knowledge of such circumstance or receipt by such Seller from the Buyer, the Servicer or the Administrative Agent of written notice thereof, make a deposit to the Collection Account in immediately available funds in an amount equal to the sum of (a) the Outstanding Receivable Balance with respect to such Receivable and any interest accrued thereon through the applicable Retransfer Date, and (b) any costs and damages incurred by the Administrative Agent or by any Secured Party in connection with any violation by such Receivable of any predatory or abusive lending law (collectively, the “Retransfer Price”). In the foregoing instance, the applicable Seller shall accept retransfer of each such Receivable and any Related Security.

Related to Retransfer of Sale Assets

  • Transfer of Acquired Assets At the Closing, Seller is transferring and shall transfer to Buyer, and the Transaction Agreements are effective to vest in Buyer, good, valid and indefeasible or marketable, fee simple or leasehold, as applicable, title to the Acquired Assets, free and clear of all Liens, other than Permitted Liens.

  • Transfer of Purchased Assets At each exercise of the Asset Purchase Option by Party A:

  • Sale and Transfer of Assets Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign, and deliver to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s rights, title and interests in and to the Assets.

  • Sale and Transfer of Assets Closing 2.1 ASSETS TO BE SOLD Upon the terms and subject to the conditions set forth in this Agreement, at the Closing, but effective as of the Effective Time, Seller shall sell, convey, assign, transfer and deliver to Buyer, and Buyer shall purchase and acquire from Seller, free and clear of any Encumbrances other than Permitted Encumbrances, all of Seller's right, title and interest in and to all of Seller's property and assets, real, personal or mixed, tangible and intangible, of every kind and description, wherever located, including the following (but excluding the Excluded Assets):

  • Transfer of Receivables Pursuant to the Sale and Servicing Agreement, the Purchaser will assign all of its right, title and interest in, to and under the Receivables and other assets described in Section 2.1

  • Sale and Transfer of Shares Subject to the terms and conditions of this Agreement, at the Closing, Seller shall sell, convey, assign, transfer and deliver to Purchaser all the issued and outstanding Shares, free and clear of all Encumbrances, except for any Encumbrance arising under the Securities Act or any applicable state securities laws, and Purchaser shall purchase, acquire and accept the Shares from Seller.

  • Transfer of Equity Interest Upon each exercise of the Option under this Agreement:

  • Transfer of Know-How To facilitate Licensee’s accomplishment of the responsibilities set forth in Section 4.01 above, within thirty (30) days of the Effective Date of this Agreement GenuPro shall in good faith supply Licensee with copies of the GenuPro Know-How, Lilly Know-How and Lilly Manufacturing Know-How pertinent to the development of the GenuPro Compound in the Field that GenuPro is able to provide using commercially reasonable efforts and which is in the possession of GenuPro on the Effective Date, and shall transfer to Licensee the legal title to any IND on the GenuPro Compound presently on file in GenuPro’s name with the FDA and any comparable filings in other countries of the Territory. GenuPro shall also facilitate transfer of GenuPro Compound manufacturing-related information (including any associated quality and analytical information) to Licensee from those Third Parties from which GenuPro or PPD has received quotations for manufacturing GenuPro Compound that GenuPro is not under any obligation to keep confidential from a third party. GenuPro will provide Licensee with all relevant information available and known to GenuPro or PPD concerning the safety, handling, use, disposal and environmental effects of the GenuPro Compound or as may be useful to Licensee to conduct the Project, including but not limited to any communications with regulatory agencies. [*] Confidential treatment requested; certain information omitted and filed separately with the SEC.

  • Transfer of Servicing On the related Transfer Date, if any, the Purchaser, or its designee, shall assume all servicing responsibilities related to, and the Seller cease all servicing responsibilities related to, the related Mortgage Loans subject to such Transfer Date. On or prior to the related Transfer Date, the Seller shall, at its sole cost and expense, take such steps as may be necessary or appropriate to effectuate and evidence the transfer of the servicing of the related Mortgage Loans to the Purchaser, or its designee, including but not limited to the following:

  • Transfer of Note Each provision of this Note shall be and ---------------- remain in full force and effect notwithstanding any negotiation or transfer hereof and any interest herein to any other Holder or participant.

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