Common use of Commitment Period Clause in Contracts

Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s Net Investment Amount equals the Minimum Required Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with Loan Balances equal to at least the Minimum Required Amount and (ii) there being no occurrence and continuance of a Purchase Termination Event. Upon the receipt of a Sale Notice from the Seller during the Commitment Purchase Period, the Buyer shall confirm, by issuing a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 attached hereto and incorporated herein by this reference (a “Buyer Commitment Purchase Confirmation”) no later than 12:00 p.m. (New York City time) on the Business Day prior to the proposed Sale Date that Buyer shall fund in accordance with the Sale Notice. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale Notice. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms of the Buyer Commitment Purchase Confirmation shall be established during the Commitment Purchase Period on or prior to the Closing Date and evidenced in a fully executed commitment purchase period terms letter in the form attached hereto in Exhibit S (the “Commitment Purchase Period Terms Letter”) delivered by Buyer to Seller on the Closing Date.

Appears in 2 contracts

Samples: Loan Sale and Servicing Agreement (Bluegreen Corp), Loan Sale and Servicing Agreement (Bluegreen Corp)

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Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of During the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s 's Net Investment Amount equals the Minimum Required Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with Loan Balances equal to at least the Minimum Required Amount and (ii) there being no occurrence and continuance of a Purchase Termination Event. Upon the receipt of a Sale Notice from the Seller during the Commitment Purchase PeriodSeller, the Buyer shall confirm, by issuing signing and returning such Sale Notice to the Seller within one Business Day. The Buyer shall issue a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 attached hereto and incorporated herein by this reference (a "Buyer Commitment Purchase Confirmation") no later than 12:00 p.m. (New York City time) on the Business Day prior to the proposed Sale Date that Buyer shall fund in accordance with the Sale Notice. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale Notice. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms of the Buyer Commitment Purchase Confirmation shall be established during the Commitment Purchase Period on or prior to the Closing Date and evidenced in a fully executed commitment purchase period terms letter in the form attached hereto in Exhibit S (the "Commitment Purchase Period Terms Letter") delivered by Buyer to Seller on the Closing Date.

Appears in 2 contracts

Samples: Custodial Agreement (Bluegreen Vacations Corp), Custodial Agreement (Bluegreen Vacations Corp)

Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of During the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s Net Investment Amount equals the Minimum Required Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with Loan Balances equal to at least the Minimum Required Amount Amount, (ii) satisfaction of the Pre-Funding Conditions, (iii) the monthly and annual limitations set forth in Section 2.5, and (iiiv) there being no occurrence and continuance of a Purchase Termination Event. Upon Following delivery of the receipt of a Sale Notice from and satisfaction of the Pre-Funding Conditions, the Seller during the Commitment Purchase Period, shall deliver to the Buyer a list of Timeshare Loans ready for funding along with the Settlement and Funding Notice. The Buyer shall confirm, by issuing issue a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 attached hereto and incorporated herein by this reference (a “Buyer Commitment Purchase Confirmation”) no later than 12:00 by 5:00 p.m. (New York City time) on the third (3rd) Business Day prior to from the proposed date of the Settlement and Funding Notice. The Buyer Commitment Purchase Confirmation shall note any Timeshare Loans that do not constitute an Eligible Timeshare Loan and shall establish a Sale Date that no later than two (2) Business Days from the date of the Buyer shall fund in accordance with the Sale NoticeCommitment Purchase Confirmation. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale NoticeSeller. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms of the Buyer Commitment Purchase Confirmation shall be established during the Commitment Purchase Period on or prior to the Closing Date and evidenced in a fully executed commitment purchase period terms letter in the form attached hereto in as Exhibit S (the “Commitment Purchase Period Terms Letter”) delivered by Buyer to Seller on the Closing DateSeller.

Appears in 1 contract

Samples: Custodial Agreement (Bluegreen Vacations Corp)

Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of During the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s Net Investment Amount equals never exceeds the Minimum Required Committed Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with aggregate Loan Balances equal in a sufficient amount during the Commitment Period not to at least exceed the Minimum Required Amount Committed Amount, (ii) the monthly and annual limitations set forth in section 3(l), and (iiiii) there being no occurrence and continuance of an Event of Default or a Purchase Termination Timeshare Portfolio Performance Event. Upon the receipt of a Sale Notice from the Seller during the Commitment Purchase Period, the The Buyer shall confirm, by issuing issue a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 F-1 attached hereto and incorporated herein by this reference reference, together with such percentage rates, fees and default levels as shall be agreed to by the Buyer and Seller as of the Effective Date (a “Buyer Commitment Purchase Confirmation”) no later than 12:00 by 5:00 p.m. (New York City time) on the third (3rd) Business Day prior to from the proposed date of the aforesaid delivery of the list of Timeshare Loans ready for funding. The Buyer Commitment Purchase Confirmation shall note any Timeshare Loans that do not constitute an Eligible Timeshare Loan and shall establish a Sale Date that no later than two (2) Business Days from the date of the Buyer shall fund in accordance with the Sale NoticeCommitment Purchase Confirmation. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale NoticeSeller. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms obligation of the Buyer Commitment Purchase Confirmation shall be established to purchase Eligible Timeshare Loans during the Commitment Purchase Period on as set forth in this Section 3(b) is subject to applicable laws, regulations and guidelines or directives of the National Credit Union Association (“NCUA”), as modified from time to time (“NCUA Regulations”); provided, however, that the Buyer (i) represents and warrants to the Seller that, as of the Closing Date, there are no NCUA Regulations that in any way affect or limit the Buyer’s obligation to purchase Eligible Timeshare Loans pursuant to this Section 3(b) or any related Conveyed Timeshare Property from the Seller and (ii) covenants and agrees to deliver written notice to the Seller not less than ninety (90) days prior to the Closing Date and evidenced in a fully executed commitment effectiveness of any NCUA Regulations that could reasonably be expected to affect or limit the Buyer’s obligation to purchase period terms letter in Eligible Timeshare Loans pursuant to this Section 3(b) or any related Conveyed Timeshare Property from the form attached hereto in Exhibit S (the “Commitment Purchase Period Terms Letter”) delivered by Buyer to Seller on the Closing DateSeller.

Appears in 1 contract

Samples: Loan Sale and Servicing Agreement (Diamond Resorts International, Inc.)

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Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of During the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s Net Investment Amount equals never exceeds the Minimum Required Committed Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with aggregate Loan Balances equal in a sufficient amount during the Commitment Period not to at least exceed the Minimum Required Amount Committed Amount, (ii) satisfaction of the Pre-Funding Conditions, (iii) the monthly and annual limitations set forth in section 3(g), and (iiiv) there being no occurrence and continuance of an Event of Default or a Purchase Termination Timeshare Portfolio Performance Event. Upon No later than the receipt of a month following the Sale Notice from Notice, the Seller during the Commitment Purchase Period, shall deliver to the Buyer a list of Timeshare Loans ready for funding along with the Settlement and Funding Notice. The Buyer shall confirm, by issuing issue a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 F-1 attached hereto and incorporated herein by this reference reference, together with such percentage rates, fees and default levels as shall be agreed to by the Buyer and Seller as of the Effective Date (a “Buyer Commitment Purchase Confirmation”) no later than 12:00 by 5:00 p.m. (New York City time) on the third (3rd) Business Day prior to from the proposed date of the Settlement and Funding Notice. The Buyer Commitment Purchase Confirmation shall note any Timeshare Loans that do not constitute an Eligible Timeshare Loan and shall establish a Sale Date that no later than two (2) Business Days from the date of the Buyer shall fund in accordance with the Sale NoticeCommitment Purchase Confirmation. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale NoticeSeller. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms obligation of the Buyer Commitment Purchase Confirmation shall be established to purchase Eligible Timeshare Loans during the Commitment Purchase Period on as set forth in this Section 3(b) is subject to applicable laws, regulations and guidelines or directives of the National Credit Union Association (“NCUA”), as modified from time to time (“NCUA Regulations”); provided, however, that the Buyer (i) represents and warrants to the Seller that, as of the Closing Date, there are no NCUA Regulations that in any way affect or limit the Buyer’s obligation to purchase Eligible Timeshare Loans pursuant to this Section 3(b) or any related Conveyed Timeshare Property from the Seller and (ii) covenants and agrees to deliver written notice to the Seller not less than ninety (90) days prior to the Closing Date and evidenced in a fully executed commitment effectiveness of any NCUA Regulations that could reasonably be expected to affect or limit the Buyer’s obligation to purchase period terms letter in Eligible Timeshare Loans pursuant to this Section 3(b) or any related Conveyed Timeshare Property from the form attached hereto in Exhibit S (the “Commitment Purchase Period Terms Letter”) delivered by Buyer to Seller on the Closing DateSeller.

Appears in 1 contract

Samples: Custodial Agreement (Diamond Resorts International, Inc.)

Commitment Period. Commencing on the first (1st) day of the third (3rd) month following the Closing Date until the end of During the Commitment Period (the “Commitment Purchase Period”), the Buyer shall be obligated to purchase Eligible Timeshare Loans from the Seller such that the Buyer’s 's Net Investment Amount equals the Minimum Required Amount subject only to (i) the Seller offering through a Sale Notice to the Buyer Eligible Timeshare Loans with Loan Balances equal to at least the Minimum Required Amount Amount, (ii) satisfaction of the Pre-Funding Conditions, (iii) the monthly and annual limitations set forth in Section 2.5, and (iiiv) there being no occurrence and continuance of a Purchase Termination Event. Upon Following delivery of the receipt of a Sale Notice from and satisfaction of the Pre-Funding Conditions, the Seller during the Commitment Purchase Period, shall deliver to the Buyer a list of Timeshare Loans ready for funding along with the Settlement and Funding Notice. The Buyer shall confirm, by issuing issue a commitment purchase confirmation with such terms as are contained in the form of Exhibit F1 attached hereto and incorporated herein by this reference (a “Buyer Commitment Purchase Confirmation”) no later than 12:00 by 5:00 p.m. (New York City time) on the third (3rd) Business Day prior to from the proposed date of the Settlement and Funding Notice. The Buyer Commitment Purchase Confirmation shall note any Timeshare Loans that do not constitute an Eligible Timeshare Loan and shall establish a Sale Date that no later than two (2) Business Days from the date of the Buyer shall fund in accordance with the Sale NoticeCommitment Purchase Confirmation. The Buyer shall deposit the Initial Purchase Price Installment in immediately available funds, no later than 12:00 p.m. (New York City time) on the related Sale Date, to the account designated by the Seller in the Sale NoticeSeller. Notwithstanding the foregoing, the Seller and Buyer hereby covenant and agree that all of the terms of the Buyer Commitment Purchase Confirmation shall be established during the Commitment Purchase Period on or prior to the Closing Date and evidenced in a fully executed commitment purchase period terms letter in the form attached hereto in as Exhibit S (the “Commitment Purchase Period Terms Letter”) delivered by Buyer to Seller on the Closing DateSeller.

Appears in 1 contract

Samples: Custodial Agreement (Bluegreen Vacations Corp)

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