Common use of Additional Provisions Relating to Accounts and other Assets Purchased under Forward Flow Purchase Agreements Clause in Contracts

Additional Provisions Relating to Accounts and other Assets Purchased under Forward Flow Purchase Agreements. The Borrower and the Lender contemplate that certain of the Purchase Agreements will provide for the purchase by the Borrower from an Asset Pool Seller of Accounts and other Assets on a periodic basis for a specified period of time (for example, the monthly purchase of Accounts and other Assets during a specified period of time) (each such Purchase Agreement is herein called a "Forward Flow Purchase Agreement"). All Accounts and other Assets purchased by the Borrower during a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement shall constitute a single Asset Pool for all purposes of this Agreement and the other Loan Documents. The Loan made by the Lender with respect to an Asset Pool purchased by the Borrower under a Forward Flow Purchase Agreement shall be made in multiple advances, with each such advance of the Loan occurring on the date that the Borrower makes one of the periodic purchases of the Accounts and other Assets under such Forward Flow Purchase Agreement; provided, that, advances shall be made no more often than once per month for any Asset Pool. In addition to the items required by Section 2.1(a), a Borrowing Request related to a Forward Flow Purchase Agreement shall contain the Borrower's good faith estimate of the total amount of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement) and the Borrower's good faith estimate of the Total Cost of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement). The Lender shall accept or reject a Borrowing Request related to a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement in accordance with the provisions of Sections 2.1(a) and (b); provided, however, an Accepted Borrowing Request related to a Forward Flow Purchase Agreement shall only constitute the Lender's commitment to make a Loan to fund ninety percent (90%) of the Total Cost of the Asset Pool being purchased under such Forward Flow Purchase Agreement for such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) as estimated by the Borrower in the Accepted Borrowing Request related to such Forward Flow Purchase Agreement. In the event that the Borrower determines that the actual Total Cost of the Asset Pool being purchased under a Forward Flow Purchase Agreement during such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) will exceed the estimated Total Cost of the Asset Pool as specified in the Accepted Borrowing Request or if the Borrower wishes the Lender to continue financing its purchase of Accounts and other Assets after the expiration of the currently approved period of twelve (12) months (or such shorter period as the Lender shall agree to in writing), the Borrower shall submit to the Lender a supplemental Borrowing Request, and the Lender may accept or reject such supplemental Borrowing Request in accordance with the provisions of Sections 2.1(a) and (b). Upon the Lender's rejection of such supplemental Borrowing Request, the Lender shall have no obligation to provide any funding to the Borrower in excess of that agreed to in any Accepted Borrowing Request in connection with the applicable Forward Flow Purchase Agreement and the Borrower shall be permitted to seek financing from a third party in connection with the amount of accounts and assets to be purchased under such Forward Flow Purchase Agreement which exceed that set forth in any Accepted Borrowing Request in connection therewith and such excess shall not be considered an Asset or Asset Pool subject to this Agreement.

Additional Provisions Relating to Accounts and other Assets Purchased under Forward Flow Purchase Agreements. The Borrower and the Lender contemplate that certain of the Purchase Agreements will provide for the purchase by the Borrower from an Asset Pool Seller of Accounts and other Assets on a periodic basis for a specified period of time (for example, the monthly purchase of Accounts and other Assets during a specified period of time) (each such Purchase Agreement is herein called a "“Forward Flow Purchase Agreement"”). All Accounts and other Assets purchased by the Borrower during a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement shall constitute a single Asset Pool for all purposes of this Agreement and the other Loan Documents. The Loan made by the Lender with respect to an Asset Pool purchased by the Borrower under a Forward Flow Purchase Agreement shall be made in multiple advances, with each such advance of the Loan occurring on the date that the Borrower makes one of the periodic purchases of the Accounts and other Assets under such Forward Flow Purchase Agreement; provided, that, advances shall be made no more often than once per month for any Asset Pool. In addition to the items required by Section 2.1(a), a Borrowing Request related to a Forward Flow Purchase Agreement shall contain the Borrower's ’s good faith estimate of the total amount of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement) and the Borrower's ’s good faith estimate of the Total Cost of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement). The Lender shall accept or reject a Borrowing Request related to a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement in accordance with the provisions of Sections Section 2.1(a) and (b); provided, however, an Accepted Borrowing Request related to a Forward Flow Purchase Agreement shall only constitute the Lender's ’s commitment to make a Loan to fund ninety up to forty percent (9040%) of the Total Cost of the Asset Pool being purchased under such Forward Flow Purchase Agreement (provided, however, that the Lender may, in its sole and absolute discretion, agree to increase such percentages on a transaction-by-transaction basis) in either case for such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) as estimated by the Borrower in the Accepted Borrowing Request related to such Forward Flow Purchase Agreement. In the event that the Borrower determines that the actual Total Cost of the Asset Pool being purchased under a Forward Flow Purchase Agreement during such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) will exceed the estimated Total Cost of the Asset Pool as specified in the Accepted Borrowing Request or if the Borrower wishes the Lender to continue financing its purchase of Accounts and other Assets after the expiration of the currently approved period of twelve (12) months (or such shorter period as the Lender shall agree to in writing), the Borrower shall submit to the Lender a supplemental Borrowing Request, and the Lender may accept or reject such supplemental Borrowing Request in accordance with the provisions of Sections 2.1(a) and (b). Upon the Lender's ’s rejection of such supplemental Borrowing Request, the Lender shall have no obligation to provide any funding to the Borrower in excess of that agreed to in any Accepted Borrowing Request in connection with the applicable Forward Flow Purchase Agreement and the Borrower shall be permitted to seek financing from a third party in connection with the amount of accounts and assets to be purchased under such Forward Flow Purchase Agreement which exceed that set forth in any Accepted Borrowing Request in connection therewith and such excess shall not be considered an Asset or Asset Pool subject to this Agreement.

Additional Provisions Relating to Accounts and other Assets Purchased under Forward Flow Purchase Agreements. The Borrower and the Lender contemplate that certain of the Purchase Agreements will provide for the purchase by the Borrower from an Asset Pool Seller of Accounts and other Assets on a periodic basis for a specified period of time (for example, the monthly purchase of Accounts and other Assets during a specified period of time) (each such Purchase Agreement is herein called a "“Forward Flow Purchase Agreement"”). All Accounts and other Assets purchased by the Borrower during a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement shall constitute a single Asset Pool for all purposes of this Agreement and the other Loan Documents. The Loan made by the Lender with respect to an Asset Pool purchased by the Borrower under a Forward Flow Purchase Agreement shall be made in multiple advances, with each such advance of the Loan occurring on the date that the Borrower makes one of the periodic purchases of the Accounts and other Assets under such Forward Flow Purchase Agreement; provided, that, advances shall be made no more often than once per month for any Asset Pool. In addition to the items required by Section 2.1(a), a Borrowing Request related to a Forward Flow Purchase Agreement shall contain the Borrower's ’s good faith estimate of the total amount of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement) and the Borrower's ’s good faith estimate of the Total Cost of all Accounts and other Assets to be purchased under the Forward Flow Purchase Agreement for a period not to exceed twelve (12) months (or such shorter period as the Lender shall agree to in writing) (regardless of the duration of the purchasing period under the Forward Flow Purchase Agreement). The Lender shall accept or reject a Borrowing Request related to a period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) under a Forward Flow Purchase Agreement in accordance with the provisions of Sections Section 2.1(a) and (b); provided, however, an Accepted Borrowing Request related to a Forward Flow Purchase Agreement shall only constitute the Lender's ’s commitment to make a Loan to fund ninety up to seventy percent (9070%) of the Total Cost of the Asset Pool being purchased under such Forward Flow Purchase Agreement (provided, however, that the Lender may, in its sole and absolute discretion, agree to increase such percentages on a transaction-by-transaction basis), in either case for such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) as estimated by the Borrower in the Accepted Borrowing Request related to such Forward Flow Purchase Agreement. In the event that the Borrower determines that the actual Total Cost of the Asset Pool being purchased under a Forward Flow Purchase Agreement during such period of twelve (12) months (or such shorter period as the Lender shall agree to in writing) will exceed the estimated Total Cost of the Asset Pool as specified in the Accepted Borrowing Request or if the Borrower wishes the Lender to continue financing its purchase of Accounts and other Assets after the expiration of the currently approved period of twelve (12) months (or such shorter period as the Lender shall agree to in writing), the Borrower shall submit to the Lender a supplemental Borrowing Request, and the Lender may accept or reject such supplemental Borrowing Request in accordance with the provisions of Sections 2.1(a) and (b). Upon the Lender's ’s rejection of such supplemental Borrowing Request, the Lender shall have no obligation to provide any funding to the Borrower in excess of that agreed to in any Accepted Borrowing Request in connection with the applicable Forward Flow Purchase Agreement and the Borrower shall be permitted to seek financing from a third party in connection with the amount of accounts and assets to be purchased under such Forward Flow Purchase Agreement which exceed that set forth in any Accepted Borrowing Request in connection therewith and such excess shall not be considered an Asset or Asset Pool subject to this Agreement.