Common use of Conditions to Transfers of Portfolio Assets Clause in Contracts

Conditions to Transfers of Portfolio Assets. Each Transfer of a Portfolio Asset is subject to the further conditions precedent that: (a) if such Transfer occurs after the Revolving Period, the Initial Lender has consented in writing to such Transfer (such consent to be given or withheld in the Initial Lender's reasonable discretion); (b) the Borrower has delivered to the Administrative Agent (with a copy to the Collateral Custodian, Calculation Agent and Initial Lender) no later than 2:00 p.m. on the date that is one Business Day prior to the related Cut-Off Date (i) a Borrowing Base Certificate and (ii) a Loan Asset Schedule, in each case reflecting the Transfer of such Portfolio Asset; (c) [reserved]; (d) all actions required to be taken or performed (including the filing of UCC financing statements) to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest (subject only to Permitted Liens) in such Portfolio Asset and the proceeds thereof have been taken or performed; and (e) no Event of Default exists or would result from such Transfer. Each Transfer of a Portfolio Asset pursuant to this Section 3.04 is deemed a representation by the Borrower that the conditions specified in this Section 3.04 have been met. For purposes of determining compliance with the conditions specified in this Section, each Lender that has signed this Agreement, the Collateral Custodian and the Administrative Agent shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender or the Collateral Custodian or the Administrative Agent unless Borrower shall have received notice from such Lender, the Collateral Custodian or the Administrative Agent prior to the proposed Closing Date specifying its objection thereto.

Conditions to Transfers of Portfolio Assets. Each Transfer of a Portfolio Asset is subject to the further conditions precedent that: (a) if such Transfer occurs after the Revolving Period, the Initial Lender has consented in writing to such Transfer (such consent to be given or withheld in the Initial Lender's ’s reasonable discretion); (b) the Borrower has delivered to the Administrative Agent (with a copy to the Collateral Custodian, Calculation Agent and Initial Lender) no later than 2:00 p.m. on the date that is one Business Day prior to the related Cut-Off Date (i) a Borrowing Base Certificate and (ii) a Loan Asset Schedule, in each case reflecting the Transfer of such Portfolio Asset; (c) [reserved]; (d) all actions required to be taken or performed (including the filing of UCC financing statements) to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest (subject only to Permitted Liens) in such Portfolio Asset and the proceeds thereof have been taken or performed; and (e) no Event of Default exists or would result from such Transfer. Each Transfer of a Portfolio Asset pursuant to this Section 3.04 is deemed a representation by the Borrower that the conditions specified in this Section 3.04 have been met. For purposes of determining compliance with the conditions specified in this Section, each Lender that has signed this Agreement, Agreement and the Collateral Custodian and or the Administrative Agent shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender or the Collateral Custodian or the Administrative Agent unless Borrower shall have received notice from such Lender, Lender the Collateral Custodian or the Administrative Agent prior to the proposed Closing Date specifying its objection thereto.

Conditions to Transfers of Portfolio Assets. Each Transfer of a Portfolio Asset is subject to the further conditions precedent that: (a) if such Transfer occurs after the Revolving Period, the Initial Lender has consented in writing to such Transfer (such consent to be given or withheld in the Initial Lender's ’s reasonable discretion); (b) the Borrower has delivered to the Administrative Agent (with a copy to the Collateral Custodian, Custodian and the Calculation Agent and Initial LenderAgent) no later than 2:00 p.m. on the date that is one Business Day prior to the related Cut-Off Cut‐Off Date (i) a Borrowing Base Certificate and (ii) a Loan Asset Schedule, in each case reflecting the Transfer of such Portfolio Asset; (c) [reserved]; (d) all actions required to be taken or performed (including the filing of UCC financing statements) to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest (subject only to Permitted Liens) in such Portfolio Asset and the proceeds thereof have been taken or performed; and (e) no Event of Default exists or would result from such Transfer. Each Transfer of a Portfolio Asset pursuant to this Section 3.04 is deemed a representation by the Borrower that the conditions specified in this Section 3.04 have been met. For purposes of determining compliance with the conditions specified in this Section, each Lender that has signed this Agreement, Agreement and the Collateral Custodian and or the Administrative Agent shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender or the Collateral Custodian or the Administrative Agent unless Borrower shall have received notice from such Lender, Lender the Collateral Custodian or the Administrative Agent prior to the proposed Closing Date specifying its objection thereto.

Conditions to Transfers of Portfolio Assets. Each Transfer of a Portfolio Asset is subject to the further conditions precedent that: (a) : if such Transfer occurs after the Revolving Period, the Initial Lender has consented in writing to such Transfer (such consent to be given or withheld in the Initial Lender's ’s reasonable discretion); (b) ; the Borrower has delivered to the Administrative Agent (with a copy to the Collateral Custodian, Calculation Agent and Initial Lender) no later than 2:00 p.m. on the date that is one Business Day prior to the related Cut-Off Date (i) a Borrowing Base Certificate and (ii) a Loan Asset Schedule, in each case reflecting the Transfer of such Portfolio Asset; (c) ; [reserved]; (d) ; all actions required to be taken or performed (including the filing of UCC financing statements) to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest (subject only to Permitted Liens) in such Portfolio Asset and the proceeds thereof have been taken or performed; and (e) and no Event of Default exists or would result from such Transfer. Each Transfer of a Portfolio Asset pursuant to this Section 3.04 is deemed a representation by the Borrower that the conditions specified in this Section 3.04 have been met. For purposes of determining compliance with the conditions specified in this Section, each Lender that has signed this Agreement, Agreement and the Collateral Custodian and or the Administrative Agent shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender or the Collateral Custodian or the Administrative Agent unless Borrower shall have received notice from such Lender, NAI-15121569431515895953v1213 -58- Lender the Collateral Custodian or the Administrative Agent prior to the proposed Closing Date specifying its objection thereto.

Conditions to Transfers of Portfolio Assets. Each Transfer of a Portfolio Asset is subject to the further conditions precedent that: (a) if such Transfer occurs after the Revolving Period, the Initial Lender has consented in writing to such Transfer (such consent to be given or withheld in the Initial Lender's reasonable discretion); ; (b) the Borrower has delivered to the Administrative Agent (with a copy to the Collateral Custodian, Calculation Agent and Initial Lender) no later than 2:00 p.m. on the date that is one Business Day prior to the related Cut-Off Cut‐Off Date (i) a Borrowing Base Certificate and (ii) a Loan Asset Schedule, in each case reflecting the Transfer of such Portfolio Asset; ; (c) [reserved]; ; (d) all actions required to be taken or performed (including the filing of UCC financing statements) to give the Administrative Agent, for the benefit of the Secured Parties, a first priority perfected security interest (subject only to Permitted Liens) in such Portfolio Asset and the proceeds thereof have been taken or performed; and and (e) no Event of Default exists or would result from such Transfer. Each Transfer of a Portfolio Asset pursuant to this Section 3.04 is deemed a representation by the Borrower that the conditions specified in this Section 3.04 have been met. For purposes of determining compliance with the conditions specified in this Section, each Lender that has signed this Agreement, the Collateral Custodian and the Administrative Agent shall be deemed to have consented to, approved or accepted or to be satisfied with, each document or other matter required thereunder to be consented to or approved by or acceptable or satisfactory to a Lender or the Collateral Custodian or the Administrative Agent unless Borrower shall have received notice from such Lender, the Collateral Custodian or the Administrative Agent prior to the proposed Closing Date specifying its objection thereto.