Common use of Valid Sale; Binding Obligation Clause in Contracts

Valid Sale; Binding Obligation. The Basic Documents constitute a valid sale, transfer and assignment to the Depositor of all right, title and interest of the Seller in the Receivables and the proceeds thereof. The Receivables will not be considered part of the Seller’s estate in the event of a bankruptcy of the Seller. This Agreement and the other Basic Documents to which the Seller is a party, when duly executed and delivered by the other parties hereto and thereto, shall constitute legal, valid and binding obligations of the Seller, enforceable against the Seller in accordance with their respective terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization and similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity).

Valid Sale; Binding Obligation. The Basic Documents constitute a valid sale, transfer and assignment to the Depositor Issuer of all right, title and interest of the Seller Depositor in the Receivables and the proceeds thereof. The Receivables will not be considered part of the SellerDepositor’s estate in the event of a bankruptcy of the SellerDepositor. This Agreement and the other Basic Documents to which the Seller Depositor is a party, when duly executed and delivered by the other parties hereto and thereto, shall constitute legal, valid and binding obligations of the SellerDepositor, enforceable against the Seller Depositor in accordance with their respective terms, except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization and or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity).