Common use of Conditions to Each Purchase Clause in Contracts

Conditions to Each Purchase. The obligation of each Liquidity Provider to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider Related Bank Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Sellerin Section 4.1(a)-(e), the Originator (g)(ii), (i) and the Collection Agent contained herein or in any other Transaction Document (j) are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the PurchasersSold Interest shall not exceed 100%. Nothing in this Section 7.2 limits the obligations (including those in the Transfer AgreementSection 2.1) of each Liquidity Provider Related Bank Purchaser to Windmillany Conduit Purchaser.

Conditions to Each Purchase. The obligation of each Liquidity Provider Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and Purchase Limit, (y) the outstanding aggregate Matured Value of the Investments of a Purchaser would not exceed the Purchase Limit of such Purchaser and (z) the Aggregate Investment would not exceed the Purchase LimitAdjusted Net Receivables Balance; (d) the representations and warranties in Article IV hereof and Section 4 of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Purchase Agreement are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator SIRVA Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article Articles II, III and V); and; (f) all legal matters the Agent shall have received the Incremental Purchase Request and the Document Schedule, and the related to Custodian(s) shall have received the Purchase are satisfactory to Specified Documents and Document Schedule, required by Sections 1.1(c) and 2.1(a); (g) the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.Guaranty has not been disaffirmed;

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(ea)-(d) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) occurred and, after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase LimitCommitment; (dc) the representations and warranties of the Seller, the each Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (ed) each of the Seller and the Originator each Seller Entity is in full compliance with the Transaction Documents to which it is a party (including all covenants and agreements in Article V); and (fe) all legal matters related to the Purchase are reasonably satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer AgreementSection 2.1) of each Liquidity Provider Related Committed Purchaser to Windmillits related Conduit Purchaser (including any applicable Transfer Agreement).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(ea)-(d) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) occurred and, after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase LimitCommitment; (dc) the representations and warranties of the Seller, the each Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (ed) each of the Seller and the Originator each Seller Entity is in full compliance with the Transaction Documents to which it is a party (including all covenants and agreements in Article V); and (fe) all legal matters related to the Purchase are reasonably satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in Section 2.1) of each Committed Purchaser to Amsterdam (including the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Related Liquidity Provider to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied and the Collection Agent’s representation and warranty that clause (c) of this Section 7.2 has been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and Commitment, (y) the outstanding Aggregate Investment would not exceed the Purchase Limit, and (z) the sum of the Aggregate Investment plus the Aggregate Reserves does not exceed the Net Receivable Balance; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date); (e) each of the Seller and the each Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related if such Purchase is an Incremental Purchase, the Seller shall have delivered the relevant Incremental Purchase Request to the Purchase are satisfactory to the PurchasersAgent and each Purchaser Agent in accordance with Section 1.1 (c). Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Related Liquidity Provider to Windmillits related Conduit Purchaser (including under the applicable Liquidity Agreement).

Conditions to Each Purchase. The obligation of each Liquidity Provider Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and Commitment, (y) the outstanding Aggregate Investment would not exceed the Purchase LimitLimit and (z) the aggregate Matured Value of the Investments of a Purchaser would not exceed the Commitment of such Purchaser; (d) the representations and warranties in Article IV hereof and Section 4 of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Purchase Agreement are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator SIRVA Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article Articles II, III and V); and; (f) all legal matters the Agent shall have received the Incremental Purchase Request and the Document Schedule, and the related to Custodian(s) shall have received the Purchase are satisfactory to Specified Documents and Document Schedule, required by Sections 1.1(c) and 2.1(a); (g) the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.Guaranty has not been disaffirmed; and

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall will evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall (or in the case of a Reinvestment Purchase, a Termination Event) then exist exists or shall occur as a result of the Purchase; (b) either the Liquidity Termination Date with respect to such Purchasers, or if the Seller has provided the written notice pursuant to Section 1.10, the Maturity Date, has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the each Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Seller Entity is in full compliance in all material respects with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to the Conduit (including those in the obligations under the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date);; and (e) each of the Seller and the Originator each Crompton Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer AgreementSection 2.1) of each Liquidity Provider Committed Purchaser to WindmillAmsterdam.

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date); (e) each of the Seller and the Originator each other Bergen Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related the Originator has not given any notice terminating its purchase of Receivables pursuant to the Purchase are satisfactory to the PurchasersAgreement. Nothing in this Section 7.2 limits the obligations of each Related Bank Purchaser, each Liquidity Bank and each Enhancement Bank to its related Conduit Purchaser. Without limiting the foregoing, purchases shall automatically cease hereunder without need of any further action (including those i) upon the occurrence and during the continuance of a Termination Event described in the Transfer Agreementclause (e) of each Liquidity Provider to Windmillthe definition thereof and (ii) 5 Business Days after the occurrence and during the continuance of a Termination Event described in clause (f)(vi) of the definition thereof.

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Swift Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to Amsterdam (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date);; and (e) each of the Seller and the Originator each Crompton Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in Section 2.1) of each Committed Purchaser to Amsterdam (including the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Related Liquidity Provider to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied and the Collection Agent’s representation and warranty that clause (c) of this Section 7.2 has been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and Commitment, (y) the outstanding Aggregate Investment would not exceed the Purchase Limit, and (z) the sum of the Aggregate Investment plus the Aggregate Reserves does not exceed the Net Receivable Balance; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date); (e) each of the Seller and the each Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related if such Purchase is an Incremental Purchase, the Seller shall have delivered the relevant Incremental Purchase Request to the Purchase are satisfactory to the PurchasersAgent and each Purchaser Agent in accordance with Section 1.1(c). Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Related Liquidity Provider to Windmillits related Conduit Purchaser (including under the applicable Liquidity Agreement).

Conditions to Each Purchase. The obligation of each Liquidity Provider the Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator is in full material compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider related Bank Related Bank Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Swift Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Related Bank Purchaser to its related Conduit Purchaser (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider the Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator is in full material compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Liquidity Provider to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Seller Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to Windmill (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date); (e) each of the Seller and the Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer AgreementSection 2.1) of each Liquidity Provider Committed Purchaser to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date);; and (e) each of the Seller and the Originator each Crompton & Kxxxxxx Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in the Transfer AgreementSection 2.1) of each Liquidity Provider Committed Purchaser to Windmill.

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Seller Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to Windmill (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date); (e) the Seller has identified on its books and records the Sold Receivables and after giving effect to the application of the proceeds of such Purchase, the Aggregate Investment plus the Aggregate Reserve does not exceed the Eligible Receivable Balance; and (f) each of the Seller and the Originator each Quebecor Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Related Bank Purchaser to its related Conduit Purchaser (including those in the any applicable Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then as of such earlier date);; and (e) each of the Seller and the each Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations (including those in Section 2.1) of each Related Bank Purchaser to its related Conduit Purchaser (including the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date); (e) each of the Seller and the Originator each other Bergen Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related the Originator has not given any notice terminating its purchase of Receivables pursuant to the Purchase are satisfactory to the PurchasersAgreement. Nothing in this Section 7.2 limits the obligations (including those in the Transfer Agreement) of each Related Bank Purchaser, each Liquidity Provider Bank and each Enhancement Bank to Windmill.its related Conduit Purchaser

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall evidence the Seller’s 's representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied and the Collection Agent's representation and warranty that clause (c) of this Section 7.2 has been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event (or in the case of a Reinvestment Purchase, a Termination Event) shall then exist or shall occur as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and Commitment, (y) the outstanding Aggregate Investment would not exceed the Purchase Limit, and (z) the sum of the Aggregate Investment plus the Aggregate Reserves does not exceed the Eligible Receivables Balance; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document Section 4.1 are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the each Originator is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to Amsterdam (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).

Conditions to Each Purchase. The obligation of each Liquidity Provider Committed Purchaser to make any Purchase, and the right of the Seller to request or accept any Purchase, are subject to the conditions (and each Purchase shall will evidence the Seller’s representation and warranty that clauses (a)-(e) of this Section 7.2 have been satisfied) that on the date of such Purchase before and after giving effect to the Purchase: (a) no Potential Termination Event shall (or in the case of a Reinvestment Purchase, a Termination Event) then exist exists or shall occur occurs as a result of the Purchase; (b) the Liquidity Termination Date has not occurred; (c) after giving effect to the application of the proceeds of such Purchase, (x) the outstanding Matured Aggregate Investment would not exceed the Aggregate Commitment and (y) the outstanding Aggregate Investment would not exceed the Purchase Limit; (d) the representations and warranties of the Seller, the Originator and the Collection Agent contained herein or in any other Transaction Document are true and correct in all material respects on and as of such date (except to the extent such representations and warranties relate solely to an earlier date and then are true and correct as of such earlier date);; and (e) each of the Seller and the Originator each Seller Entity is in full compliance with the Transaction Documents (including all covenants and agreements in Article V); and (f) all legal matters related to the Purchase are satisfactory to the Purchasers. Nothing in this Section 7.2 limits the obligations of each Committed Purchaser to the Conduit (including those in the Transfer Agreement) of each Liquidity Provider to Windmill).