Common use of Collateral Value Calculation Procedures Clause in Contracts

Collateral Value Calculation Procedures. In connection with all calculations required to be made pursuant to this Agreement with respect to any payments on any other assets included in the Collateral, with respect to the sale of and reinvestment in Collateral Receivables, and with respect to the income that can be earned on any other amounts that may be received for deposit in the Canadian Collection Account or the U.S. Collection Account, as applicable, the provisions set forth in this Section 1.04 shall be applied. The provisions of this Section 1.04 shall be applicable to any determination or calculation that is covered by this Agreement, whether or not reference is specifically made to Section 1.04, unless some other method of calculation or determination is expressly specified in the particular provision. (a) References in the Priority of Payments to calculations made on a “pro forma basis” shall mean such calculations after giving effect to all payments, in accordance with the Priority of Payments, that precede (in priority of payment) or include the clause in which such calculation is made. (b) For purposes of calculating all Concentration Limitations, in both the numerator and the denominator of any component of the Concentration Limitations, Delinquent Collateral Receivables, Defaulted Collateral Receivables and Ineligible Collateral Receivables shall be deemed to have a Receivable Balance equal to zero. (c) For purposes of calculating compliance with any Concentration Limitation based on the “weighted average”, “weighted average” shall mean, as of any date of determination with respect to all Collateral Receivables, the ratio (expressed as a number) obtained by summing the products of (a) (i) the FICO Score of the related Obligor as reported at the time such Collateral Receivable was made, or (ii) the original term to maturity of such Receivable, as applicable, times (b) the Receivable Balance of such Collateral Receivable, and (c) dividing such sum by the Aggregate Receivable Balance of all Collateral Receivables as of such date of determination. (d) Determinations of the Collateral Receivables, or portions thereof, that constitute Excess Concentration Amounts will be determined in the way that produces the lowest Borrowing Base at the time of determination, it being understood that a Collateral Receivable (or portion thereof) that falls into more than one such category of Collateral Receivables will be deemed, solely for purposes of such determinations, to fall only into the category that produces the lowest such Borrowing Base at such time (without duplication). (e) For the purposes of calculating compliance with each of the Concentration Limitations, all calculations will be rounded to the nearest 0.01%, with 0.005% rounded upwards. (f) Notwithstanding any other provision of this Agreement to the contrary, all monetary calculations under this Agreement shall be in U.S. Dollars (giving effect to the CAD FX Rate, if applicable). For purposes of this Agreement, calculations with respect to all amounts received or required to be paid in a currency other than U.S. Dollars or Canadian Dollars shall be valued at zero. (g) References in this Agreement to the Borrower’s “purchase” or “acquisition” of a Collateral Receivable include references to the Borrower’s acquisition of such Collateral Receivable by way of a sale from a Seller under a Receivable Purchase Agreement.

Collateral Value Calculation Procedures. In connection with all calculations required to be made pursuant to this Agreement with respect to any payments on any other assets included in the Collateral, with respect to the sale of and reinvestment in Collateral Receivables, and with respect to the income that can be earned on any other amounts that may be received for deposit in the Canadian Collection Account or the U.S. Collection Account, as applicable, the provisions set forth in this Section 1.04 shall be applied. The provisions of this Section 1.04 shall be applicable to any determination or calculation that is covered by this Agreement, whether or not reference is specifically made to Section 1.04, unless some other method of calculation or determination is expressly specified in the particular provision. (a) References in the Priority of Payments to calculations made on a “pro forma basis” shall mean such calculations after giving effect to all payments, in accordance with the Priority of Payments, that precede (in priority of payment) or include the clause in which such calculation is made. (b) For purposes of calculating all Concentration Limitations, in both the numerator and the denominator of any component of the Concentration Limitations, Delinquent Collateral Receivables, Defaulted Collateral Receivables and Ineligible Collateral Receivables shall be deemed to have a Receivable Balance equal to zero. (c) For purposes of calculating compliance with any Concentration Limitation based on the “weighted average”, “weighted average” shall mean, as of any date of determination with respect to all Collateral Receivables, the ratio (expressed as a number) obtained by summing the products of (a) (i) the FICO Score of the related Obligor as reported at the time such Collateral Receivable was made, or (ii) the original term to maturity of such Receivable, as applicable, times (b) the Receivable Balance of such Collateral Receivable, and (c) dividing such sum by the Aggregate Receivable Balance of all Collateral Receivables as of such date of determination. (d) Determinations of the Collateral Receivables, or portions thereof, that constitute Excess Concentration Amounts will be determined in the way that produces the lowest Borrowing Base at the time of determination, it being understood that a Collateral Receivable (or portion thereof) that falls into more than one such category of Collateral Receivables will be deemed, solely for purposes of such determinations, to fall only into the category that produces the lowest such Borrowing Base at such time (without duplication). (e) For the purposes of calculating compliance with each of the Concentration Limitations, all calculations will be rounded to the nearest 0.01%, with 0.005% rounded upwards. (f) Notwithstanding any other provision of this Agreement to the contrary, all monetary calculations under this Agreement shall be in U.S. Dollars (giving effect to the CAD FX Rate, if applicable). For purposes of this Agreement, calculations with respect to all amounts received or required to be paid in a currency other than U.S. Dollars or Canadian Dollars shall be valued at zero. (g) References in this Agreement to the Borrower’s “purchase” or “acquisition” of a Collateral Receivable include references to the Borrower’s acquisition of such Collateral Receivable by way of a sale from a Seller under a Receivable Purchase Agreement.

Collateral Value Calculation Procedures. In connection with all calculations required to be made pursuant to this Credit Agreement with respect to any payments on any other assets investment included in the Collateral, with respect to the sale of and reinvestment in Collateral ReceivablesObligations, and with respect to the income that can be earned on any other amounts that may be received for deposit in the Canadian Collection Account or the U.S. Collection Collateral Account, as applicable, the provisions set forth in this Section 1.04 shall be applied1.6 apply. The provisions of this Section 1.04 shall be applicable 1.6 apply to any determination or calculation that is covered by this AgreementSection 1.6, whether or not reference is specifically made to Section 1.041.6, unless some other method of calculation or determination is expressly specified in the particular provision. (a) References in the Priority of Payments All calculations with respect to calculations Collections on any Collateral will be made on a “pro forma basis” shall mean the basis of information as to the terms of each such calculations after giving effect to all Collateral and upon reports of payments, if any, received on such Collateral that are furnished by or on behalf of the Underlying Obligor of such Collateral and, to the extent they are not manifestly in accordance with the Priority of Paymentserror, that precede (such information or reports may be conclusively relied upon in priority of payment) or include the clause in which making such calculation is madecalculations. (b) For purposes of calculating all Concentration Limitations, in both the numerator and the denominator of any component of the Concentration Limitations, Delinquent Collateral Receivables, Defaulted Collateral Receivables and Ineligible Collateral Receivables shall be deemed to have a Receivable Balance equal to zero. (c) For purposes of calculating compliance with any Concentration Limitation based on the “weighted average”, “weighted average” shall mean, as of any date of determination with respect to all Collateral Receivables, the ratio (expressed as a number) obtained by summing the products of (a) (i) the FICO Score of the related Obligor as reported at the time such Collateral Receivable was made, or (ii) the original term to maturity of such Receivable, as applicable, times (b) the Receivable Balance of such Collateral Receivable, and (c) dividing such sum by the Aggregate Receivable Balance of all Collateral Receivables as of such date of determination. (d) Determinations of the Eligible Collateral ReceivablesObligations, or portions thereof, that constitute Excess Concentration Amounts will be determined in the way that produces the lowest Borrowing Base highest Aggregate Adjusted Collateral Value at the time of determination, it being understood that a an Eligible Collateral Receivable Obligation (or portion thereof) that falls into more than one such category of Eligible Collateral Receivables Obligations will be deemed, solely for purposes of such determinations, to fall only into the category that produces the lowest highest such Borrowing Base Aggregate Adjusted Collateral Value at such time (without duplication). (c) All calculations required to be made hereunder with respect to the Collateral Obligations, Eligible Collateral Obligations and the Aggregate Adjusted Collateral Value will be made on a Trade Date basis and after giving effect to (x) all purchases or sales to be entered into on such Trade Date and (y) all Loans requested to be made on such Trade Date plus the balance of all unfunded Loans to be made in connection with the purchase by any Loan Party of previously requested Eligible Collateral Obligations; provided that the Borrower shall take commercially reasonable steps to ensure the settlement of Collateral Obligations which have been purchased or sold on a Traded but not yet Settled basis is not delayed. (d) Unless otherwise expressly provided for herein, all monetary calculations (other than for Dollars) under this Credit Agreement shall be the U.S. Dollar equivalent of such amount, as applicable. Notwithstanding anything to the contrary herein, no Default shall be deemed to have occurred and no monetary thresholds shall be deemed not complied with solely as a result of changes in the applicable exchange rate. (e) References in this Credit Agreement to the “purchase” or “acquisition” of a Collateral Obligation by any Loan Party include references to such Loan Party’s acquisition of such Collateral Obligation by way of a sale and/or contribution such Collateral Obligation and such Loan Party’s making or origination of a Broadly Syndicated Loan. Portions of the same Collateral Obligation acquired by any Loan Party on different dates (whether through purchase, receipt by contribution or the making or origination thereof, but excluding subsequent draws under Broadly Syndicated Loans) will, for purposes of determining the purchase price of such Eligible Collateral Obligation, be treated as separate purchases on separate dates (and not a weighted average purchase price for any particular Eligible Collateral Obligation). (f) For the purposes of calculating compliance with each of the Concentration Limitations, Limits all calculations will be rounded to the nearest 0.01%, with 0.005% rounded upwards. (f) Notwithstanding any other provision of this Agreement to the contrary, all monetary calculations under this Agreement shall be in U.S. Dollars (giving effect to the CAD FX Rate, if applicable). For purposes of this Agreement, calculations with respect to all amounts received or required to be paid in a currency other than U.S. Dollars or Canadian Dollars shall be valued at zero. (g) References For purposes of calculating compliance with any test under this Credit Agreement in this Agreement connection with the acquisition or disposition of any Collateral, the trade date (the “Trade Date”) (and not the settlement date) with respect to the Borrower’s “purchase” or “acquisition” of a Collateral Receivable include references to the Borrower’s acquisition of any such Collateral Receivable by way of a sale from a Seller under a Receivable Purchase Agreementconsideration for acquisition or disposition will be used to determine whether such acquisition or disposition is permitted hereunder.