Common use of Timeshare Loans Clause in Contracts

Timeshare Loans. On the Closing Date, in return for the Timeshare Loan Acquisition Price for each of the Warehouse Timeshare Loans, the Seller does hereby transfer, assign, sell and grant to the Securitization Depositor, without recourse (except as provided in Section 6 and Section 8 hereof), any and all of the Seller's right, title and interest in and to (i) the Warehouse Timeshare Loans listed on Schedule III hereto, (ii) the Receivables in respect of such Warehouse Timeshare Loans due after the related Cut-Off Date, (iii) the related Timeshare Loan Documents (excluding any rights as developer or declarant under the Timeshare Declaration, the Timeshare Program Consumer Documents or the Timeshare Program Governing Documents), (iv) all Related Security in respect of each such Warehouse Timeshare Loan, (v) the Seller's rights and remedies under the Warehouse Sale and Servicing Agreement (including, but not limited to, repurchase and substitution rights with respect to breaches of representations and warranties made by Bluegreen therein in respect of the Warehouse Timeshare Loans) and (vi) all income, payments, proceeds and other benefits and rights related to any of the foregoing (the property in clauses (i)-(vi), being the "Assets"). Upon such sale and transfer, the ownership of each Warehouse Timeshare Loan and all collections allocable to principal and interest thereon since the related Cut-Off Date and all other property interests or rights conveyed pursuant to and referenced in this Section 2(a)(i) shall immediately vest in the Securitization Depositor, its successors and assigns (including the Securitization Issuer and the Securitization Indenture Trustee). The Seller shall not take any action inconsistent with such ownership nor claim any ownership interest in any Warehouse Timeshare Loan for any purpose whatsoever other than for federal and state income tax reporting, if applicable. The parties to this Agreement hereby acknowledge that the "credit risk" of the Warehouse Timeshare Loans conveyed hereunder shall be borne by the Securitization Issuer and its subsequent assignees.

Timeshare Loans. On the Closing each Funding Date, in return for the Timeshare Loan Acquisition Acquistion Price for each Timeshare Loan to be sold on such Funding Date, to be paid in part in cash and in part as an increase in the value of the Warehouse Timeshare LoansResidual Interest Certificate held by the Depositor, the Seller Depositor does hereby transfer, assign, sell and grant to the Securitization DepositorIssuer, without recourse (except as provided in Section 6 and Section 8 hereof), any and all of the SellerDepositor's right, title and interest in and to (i) the Warehouse any Timeshare Loans listed on Schedule III heretothe related Borrowing Notice, (ii) the Receivables in respect of such Warehouse Timeshare Loans due after the related Cut-Off Date, (iii) the related Timeshare Loan Documents (excluding any rights as developer or declarant under the Timeshare Declaration, the Timeshare Program Consumer Documents or the Timeshare Program Governing Documents), (iv) all Related Security in respect of each such Warehouse Timeshare Loan, (v) the SellerDepositor's rights and remedies under the Warehouse Sale and Servicing Agreement (Purchase Agreement, including, but not limited to, repurchase and substitution its rights with respect to breaches of the representations and warranties made by Bluegreen therein in respect of the Warehouse Club Originator therein, together with all rights of the Depositor with respect to any breach thereof, including any right to require the Club Originator to cure, repurchase or substitute any Defective Timeshare Loans) Loans in accordance with the provisions of the Purchase Agreement and (vi) all income, payments, proceeds and other benefits and rights related to any of the foregoing (the property in clauses (i)-(vi), being the "Assets"). Upon such sale and transfer, the ownership of each Warehouse Timeshare Loan and all collections allocable to principal and interest thereon since after the related Cut-Off Date and all other property interests or rights conveyed pursuant to and referenced in this Section 2(a)(i2(a) shall immediately vest in the Securitization DepositorIssuer, its successors and assigns (including the Securitization Issuer and the Securitization Indenture Trustee)assigns. The Seller Depositor shall not take any action inconsistent with such ownership nor claim any ownership interest in any Warehouse Timeshare Loan for any purpose whatsoever other than for federal and state income tax reporting, if applicableapplicable and on balance sheet for consolidated financial statement purposes. The parties to this Agreement hereby acknowledge that the "credit risk" of the Warehouse Timeshare Loans conveyed hereunder shall be borne by the Securitization Issuer and its subsequent assignees.

Timeshare Loans. On the Closing Date, in return for the Timeshare Loan Acquisition Price for each of the Warehouse Timeshare Loans, the Seller does hereby transfer, assign, sell and grant to the Securitization Depositor, without recourse (except as provided in Section 6 and Section 8 hereof), any and all of the Seller's right, title and interest in and to (i) the Warehouse Timeshare Loans listed on Schedule III hereto, (ii) the Receivables in respect of such Warehouse Timeshare Loans due after the related Cut-Off Date, (iii) the related Timeshare Loan Documents (excluding any rights as developer or declarant under the Timeshare Declaration, the Timeshare Program Consumer Documents or the Timeshare Program Governing Documents), (iv) all Related Security in respect of each such Warehouse Timeshare Loan, (v) the Seller's rights and remedies under the Warehouse Sale and Servicing Agreement (including, but not limited to, repurchase and substitution rights with respect to breaches of representations and warranties made by Bluegreen therein in respect of the Warehouse Timeshare Loans) and (vi) all income, payments, proceeds and other benefits and rights related to any of the foregoing (the property in clauses (i)-(vi), being the "AssetsASSETS"). Upon such sale and transfer, the ownership of each Warehouse Timeshare Loan and all collections allocable to principal and interest thereon since the related Cut-Off Date and all other property interests or rights conveyed pursuant to and referenced in this Section 2(a)(i) shall immediately vest in the Securitization Depositor, its successors and assigns (including the Securitization Issuer and the Securitization Indenture Trustee). The Seller shall not take any action inconsistent with such ownership nor claim any ownership interest in any Warehouse Timeshare Loan for any purpose whatsoever other than for federal and state income tax reporting, if applicable. The parties to this Agreement hereby acknowledge that the "credit risk" of the Warehouse Timeshare Loans conveyed hereunder shall be borne by the Securitization Issuer and its subsequent assignees.

Timeshare Loans. On the Closing Date, by execution of this Agreement and in return for the Timeshare Loan Acquisition Price for each of the Warehouse Timeshare Loans, the Seller Depositor does hereby transfer, assign, sell and grant to the Securitization DepositorIssuer, without recourse (except as provided in Section 6 and Section 8 hereof), any and and, all of the SellerDepositor's right, title and interest in and to (i) the Warehouse Timeshare Loans listed on Schedule III hereto, (ii) the Receivables in respect of such Warehouse the Timeshare Loans due after the related Cut-Off Date, (iii) the related Timeshare Loan Documents (excluding any rights as developer or declarant under the Timeshare Declaration, the Timeshare Program Consumer Documents or the Timeshare Program Governing Documents), (iv) all Related Security in respect of each such Warehouse Timeshare Loan, (v) the SellerDepositor's rights and remedies under the Warehouse Sale related Purchase Agreement and Servicing Agreement (Transfer Agreements including, but not limited to, repurchase and substitution its rights with respect to breaches of the representations and warranties made by Bluegreen therein in respect of the Warehouse Club Originator therein, together with all rights of the Depositor with respect to any breach thereof including any right to require the Club Originator to cure, repurchase or substitute any Defective Timeshare Loans) Loans in accordance with the provisions of the Transfer Agreements and Purchase Agreement, and (vi) all income, payments, proceeds and other benefits and rights related to any of the foregoing (the property in clauses (i)-(vi), being the "Assets"). Upon such sale and transfer, the ownership of each Warehouse Timeshare Loan and all collections allocable to principal and interest thereon since the related Cut-Off Date and all other property interests or rights conveyed pursuant to and referenced in this Section 2(a)(i) shall immediately vest in the Securitization DepositorIssuer, its successors and assigns (including the Securitization Issuer and the Securitization Indenture Trustee)assigns. The Seller Depositor shall not take any action inconsistent with such ownership nor claim any ownership interest in any Warehouse Timeshare Loan for any purpose whatsoever other than for federal and state income tax reporting, if applicable. The parties to this Agreement hereby acknowledge that the "credit risk" of the Warehouse Timeshare Loans conveyed hereunder shall be borne by the Securitization Issuer and its subsequent assignees.