Common use of Conditions Applicable to All Sale and Purchase Transactions Clause in Contracts

Conditions Applicable to All Sale and Purchase Transactions. (a) Any transaction effected under this Article X (other than sales required by Section 10.01(c)) or in connection with the acquisition of additional Collateral Assets, if effected with a Person that is the Equityholder or an Affiliate thereof, shall be, except as otherwise expressly permitted under the Facility Documents, (i) for fair market value, (ii) in compliance with Section 5.03(h), (iii) effected in accordance with all Applicable Laws, (iv) except with respect to any Warranty Collateral Asset immediately after giving pro forma effect to such transaction, the value of all Equityholder Collateral Assets substituted or sold by the Borrower to the Equityholder may not exceed 20% of the Net Purchased Balance measured as of the date of such substitution or sale, and (v) except with respect to any Warranty Collateral Asset, immediately after giving pro forma effect to such transaction, the value of Equityholder Collateral Assets (as defined in the Sale Agreement) that are Defaulted Collateral Assets substituted or sold by the Borrower to the Equityholder may not exceed 10% of the Net Purchased Balance measured as of the date of such substitution or sale. (b) Upon each acquisition by the Borrower of a Collateral Asset (i) all of the Borrower’s right, title and interest to such Collateral Asset shall be subject to the Lien granted to the Collateral Agent pursuant to this Agreement and (ii) such Collateral Asset shall be Delivered to the Collateral Agent. (c) The Collateral Agent may conclusively rely on any written direction of the Borrower (or the Investment Advisor on behalf of the Borrower) in respect of any sale, purchase or substitution of Collateral Assets delivered to the Collateral Agent (including via a certificate or an email instruction of the Borrower (or the Investment Advisor on behalf of the Borrower) or a trade ticket) in determining compliance with the applicable prerequisites of this Agreement and the Collateral Agent.

Conditions Applicable to All Sale and Purchase Transactions. (a) Any transaction effected under this Article X (other than sales required by Section 10.01(c)) or in connection with the acquisition of additional Collateral Assets, Loans if effected with a Person that is the Equityholder or an Affiliate thereofthereof (or with an account or portfolio for which the Equityholder or any of its Affiliates serves as investment adviser), shall be, in each case except as otherwise expressly permitted under the Facility Documents, (i) for fair market value, (ii) in compliance with Section 5.03(h), (iii) effected in accordance with all Applicable Laws, (iv) except with respect to any Warranty Collateral Asset immediately after giving pro forma effect to such transaction, the value Principal Balance of all Equityholder Collateral Assets Loans (other than Warranty Collateral Loans) substituted or sold by the Borrower to the Equityholder or an Affiliate thereof may not exceed 20% of the Net Equityholder Purchased Loan Balance measured as of the date of such substitution sale or saledividend, and (v) except with respect to any the Principal Balance of all Equityholder Collateral Loans (other than Warranty Collateral Asset, immediately after giving pro forma effect to such transaction, the value of Equityholder Collateral Assets (as defined in the Sale AgreementLoans) that are Defaulted Collateral Assets Loans substituted or sold by the Borrower to the Equityholder or an Affiliate thereof may not exceed 10% of the Net Equityholder Purchased Loan Balance measured as of the date of such substitution sale or saledividend. (b) Upon each acquisition by the Borrower of a Collateral Asset Loan, (i) all of the Borrower’s right, title and interest to such Collateral Asset Loan shall be subject to the Lien granted to the Collateral Agent pursuant to this Agreement and (ii) such Collateral Asset Loan shall be Delivered to the Collateral Agent. (c) The Collateral Agent may conclusively rely on any written direction of the Borrower (or the Investment Advisor on behalf of the Borrower) in respect of any sale, purchase or substitution of Collateral Assets delivered to the Collateral Agent (including via a certificate or an email instruction of the Borrower (or the Investment Advisor on behalf of the Borrower) or a trade ticket) in determining compliance with the applicable prerequisites of this Agreement and the Collateral Agent.