Common use of Facility Termination Date Extension Options Clause in Contracts

Facility Termination Date Extension Options. At the request of Seller delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no later than thirty (30) days before the then-current Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as of the then-current Facility Termination Date, Seller shall have two (2) separate, consecutive options to extend the then-current Facility Termination Date, each such option for a period of one (1) year (each, an “Extension Period”). Any extension of the Facility Termination Date shall be subject to the satisfaction of the following conditions, as determined by Buyer in its sole discretion (each, an “Extension Condition”): (i) no Default or Event of Default has occurred and is continuing, (ii) no unsatisfied Margin Call shall be outstanding, (iii) Seller shall have made a timely written request to extend the then-current Facility Termination Date as provided in this Section 3.06, (iv) Seller shall be in compliance with the Facility Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller to the extent that Seller qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval by Buyer to extend the then-current Facility Termination Date, Seller shall have no right to extend the then-current Facility Termination Date, and any pending request to extend the then-current Facility Termination Date shall be deemed to be denied. Notwithstanding anything to the contrary in this Section 3.06, in no event shall the Facility Termination Date be extended for more than two (2)

Facility Termination Date Extension Options. At the request of Seller Sellers delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no or later than thirty (30) days before the then-current applicable Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as Buyer shall grant up to three (3) extensions of the then-current Facility Termination Date, Seller shall have two (2) separate, consecutive options to extend the then-current Facility Termination Date, each such option Date for a period of one (1) year (each, an “Extension Period”)each by giving notice approving such extension to Sellers prior to the then-current Facility Termination Date. The failure of Buyer to so deliver such notice approving the extension shall be deemed to be Buyer’s determination not to extend the Facility Termination Date unless Buyer thereafter gives notice to the contrary. Any extension of the Facility Termination Date shall be subject to the satisfaction of following conditions (the following conditions, as determined by Buyer in its sole discretion (each, an “Extension ConditionConditions”): (i) no Default or Event of Default has occurred exists on the date of the request to extend and is continuingas of the current Facility Termination Date, (ii) no unsatisfied Margin Call Deficit shall be outstandingoutstanding on the date of the request to extend and as of the current Facility Termination Date, (iii) each Seller shall have has made a timely written request to extend for the then-current Facility Termination Date as provided extension in this Section 3.06question, (iv) Seller each Purchased Asset shall be in compliance with the Facility Debt Yield Test and the PPV Test as required on the date of the request to extend and as of the current Facility Termination Date (but in the case of compliance with the PPV Test, subject to each Seller’s cure rights set forth in Section 3.07(b)), and which compliance shall be determined by Buyer in its sole discretion, (v) if requested by Buyer, Seller shall have delivered all Purchased Assets must qualify as Eligible Assets on the date of the request to Buyer a new or updated Beneficial Ownership Certification, extend and as applicable, in relation to Seller to of the extent that Seller qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, current Facility Termination Date and (vi) Seller has paid the payment by Sellers to Buyer of the Extension Fee has been effected on or before the then-current Facility Termination Date. If ; provided that (A) if any Default, Event of Default or outstanding Margin Deficit exists, Buyer shall xxxxx Xxxxxxx a temporary extension not to exceed the time permitted to cure/satisfy such Default, Event of Default or Margin Deficit set forth in the Repurchase Documents, and (B) if any Seller is not in compliance with any of the foregoing Extension Conditions on the date of the related extension request, such request may be submitted by Sellers, setting forth any conditions to extension of the Facility Termination Date that are not fully satisfied in compliance and the reasons for such non-compliance, and such request shall be granted by Buyer if, as of the then-current Facility Termination DateDate for which such request is submitted, then notwithstanding each Seller certifies to Buyer’s satisfaction that it is in compliance with each of the conditions set forth in this Section 3.06(a). No additional Transactions shall be entered into after the expiration of the Funding Period. In connection with each extension of the Facility Termination Date to a date beyond the expiration of the Funding Period, if any prior unfunded commitments in respect of any Purchased Asset remain outstanding on the Facility Termination Date so extended, the applicable Seller may request funding of such unfunded commitments subject to all terms and conditions of funding set forth in this Agreement, including review and approval by Buyer of such funding based on an updated Underwriting Package, in an aggregate amount not to extend exceed, for any such Purchased Asset, the then-current Facility Termination Date, Seller shall have no right product of (x) the Applicable Percentage attributable to extend such Purchased Asset and (y) the then-current Facility Termination Date, and any pending request to extend the then-current Facility Termination Date shall be deemed to be denied. Notwithstanding anything to the contrary amount of unfunded commitments remaining available in this Section 3.06, respect of such Purchased Asset at such time; provided that in no event shall any amounts so funded by Buyer cause the Facility Termination Date be extended for more than two (2)aggregate amounts funded hereunder to exceed the Maximum Amount.

Facility Termination Date Extension Options. At the request of Seller Sellers delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no or later than thirty (30) days before the then-current applicable Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as Buyer shall grant up to threetwo (32) extensions of the then-current Facility Termination Date, Seller shall have two (2) separate, consecutive options to extend the then-current Facility Termination Date, each such option Date for a period of one (1) year (each, an “Extension Period”)each by giving notice approving such extension to Sellers prior to the then-current Facility Termination Date. The failure of Buyer to so deliver such notice approving the extension shall be deemed to be Buyer’s determination not to extend the Facility Termination Date unless Buyer thereafter gives notice to the contrary. Any extension of the Facility Termination Date shall be subject to the satisfaction of following conditions (the following conditions, as determined by Buyer in its sole discretion (each, an “Extension ConditionConditions”): (i) no Default or Event of Default has occurred exists on the date of the request to extend and is continuingas of the current Facility Termination Date, (ii) no unsatisfied Margin Call Deficit shall be outstandingoutstanding on the date of the request to extend and as of the current Facility Termination Date, (iii) each Seller shall have has made a timely written request to extend for the then-current Facility Termination Date as provided extension in this Section 3.06question, (iv) Seller the Purchased Assets shall be in compliance with the Facility requirements of the Minimum Portfolio Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller Test that are applicable to the extent that Seller qualifies as a “legal entity customer” under next ensuing Extension Period on the Beneficial Ownership Regulation, date of the request to extend and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval which compliance shall be determined by Buyer in its sole discretion, (v) all Purchased Assets must qualify as Eligible Assets on the date of the request to extend and as of the then-current Facility Termination Date and (vi) the payment by Sellers to Buyer of the Extension Fee has been effected on or before the current Facility Termination Date; provided that (A) if any Default, Seller Event of Default or outstanding Margin Deficit exists or the Purchased Assets are not in compliance with the Minimum Portfolio Debt Yield Test, Buyer shall have no right xxxxx Xxxxxxx a temporary extension not to extend exceed the then-current Facility Termination Datetime permitted to cure/satisfy such Default, Event of Default, Margin Deficit or Minimum Portfolio Debt Yield Test set forth in the Repurchase Documents, and (B) if any pending Seller is not in compliance with any of the foregoing Extension Conditions on the date of the related extension request, such request may be submitted by Sellers, setting forth any conditions to extend extension of the then-current Facility Termination Date that are not in compliance and the reasons for such non-compliance, and such request shall be deemed granted by Xxxxx if, as of the Facility Termination Date for which such request is submitted, each Seller certifies to be denied. Notwithstanding anything to Buyer’s satisfaction that it is in compliance with each of the contrary conditions set forth in this Section 3.063.06(a). No additional Transactions shall be entered into after the expiration of the Funding Period. In connection with each extension of the Facility Termination Date to a date beyond the expiration of the Funding Period, if any unfunded commitments in respect of any Purchased Asset remain outstanding on the Facility Termination Date so extended, the applicable Seller may request funding of such unfunded commitments subject to all terms and conditions of funding set forth in this Agreement, including review and approval by Buyer of such funding based on an updated Underwriting Package, in an aggregate amount not to exceed, for any such Purchased Asset, the product of (x) the Applicable Percentage attributable to such Purchased Asset and (y) the amount of unfunded commitments remaining available in respect of such Purchased Asset at such time; provided that in no event shall any amounts so funded by Buyer cause the Facility Termination Date be extended for more than two (2)aggregate amounts funded hereunder to exceed the Maximum Amount.

Facility Termination Date Extension Options. At the request of Seller Sellers delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no or later than thirty (30) days before the then-current applicable Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as of the then-current Facility Termination Date, Seller Buyer shall have grant up to two (2) separate, consecutive options to extend extensions of the then-current Facility Termination Date, each such option Date for a period of one (1) year (each, an “Extension Period”)each by giving notice approving such extension to Sellers prior to the then-current Facility Termination Date. The failure of Buyer to so deliver such notice approving the extension shall be deemed to be Buyer’s determination not to extend the Facility Termination Date unless Buyer thereafter gives notice to the contrary. Any extension of the Facility Termination Date shall be subject to the satisfaction of following conditions (the following conditions, as determined by Buyer in its sole discretion (each, an “Extension ConditionConditions”): (i) no Default or Event of Default has occurred exists on the date of the request to extend and is continuingas of the current Facility Termination Date, (ii) no unsatisfied Margin Call Deficit shall be outstandingoutstanding on the date of the request to extend and as of the current Facility Termination Date, (iii) each Seller shall have has made a timely written request to extend for the then-current Facility Termination Date as provided extension in this Section 3.06question, (iv) Seller the Purchased Assets shall be in compliance with the Facility requirements of the Minimum Portfolio Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller Test that are applicable to the extent that Seller qualifies as a “legal entity customer” under next ensuing Extension Period on the Beneficial Ownership Regulation, date of the request to extend and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval which compliance shall be determined by Buyer in its sole discretion, (v) all Purchased Assets must qualify as Eligible Assets on the date of the request to extend and as of the then-current Facility Termination Date and (vi) the payment by Sellers to Buyer of the Extension Fee has been effected on or before the current Facility Termination Date; provided that (A) if any Default, Seller Event of Default or outstanding Margin Deficit exists or the Purchased Assets are not in compliance with the Minimum Portfolio Debt Yield Test, Buyer shall have no right xxxxx Xxxxxxx a temporary extension not to extend exceed the then-current Facility Termination Datetime permitted to cure/satisfy such Default, Event of Default, Margin Deficit or Minimum Portfolio Debt Yield Test set forth in the Repurchase Documents, and (B) if any pending Seller is not in compliance with any of the foregoing Extension Conditions on the date of the related extension request, such request may be submitted by Sellers, setting forth any conditions to extend extension of the then-current Facility Termination Date that are not in compliance and the reasons for such non-compliance, and such request shall be deemed granted by Buyer if, as of the Facility Termination Date for which such request is submitted, each Seller certifies to be denied. Notwithstanding anything to Buyer’s satisfaction that it is in compliance with each of the contrary conditions set forth in this Section 3.063.06(a). No additional Transactions shall be entered into after the expiration of the Funding Period. In connection with each extension of the Facility Termination Date to a date beyond the expiration of the Funding Period, if any unfunded commitments in respect of any Purchased Asset remain outstanding on the Facility Termination Date so extended, the applicable Seller may request funding of such unfunded commitments subject to all terms and conditions of funding set forth in this Agreement, including review and approval by Buyer of such funding based on an updated Underwriting Package, in an aggregate amount not to exceed, for any such Purchased Asset, the product of (x) the Applicable Percentage attributable to such Purchased Asset and (y) the amount of unfunded commitments remaining available in respect of such Purchased Asset at such time; provided that in no event shall any amounts so funded by Buyer cause the Facility Termination Date be extended for more than two (2)aggregate amounts funded hereunder to exceed the Maximum Amount.

Facility Termination Date Extension Options. At the request of Seller delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no later than thirty (30) days before the then-current Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as of the then-current Facility Termination Date, Seller shall have two (2) separate, consecutive options to extend the then-current Facility Termination Date, each such option for a period of one (1) year (each, an “Extension Period”). Any extension of the Facility Termination Date shall be subject to the satisfaction of the following conditions, as determined by Buyer in its sole discretion (each, an “Extension Condition”): (i) no Default or Event of Default has occurred and is continuing, (ii) no unsatisfied Margin Call shall be outstanding, (iii) Seller shall have made a timely written request to extend the then-current Facility Termination Date as provided in this Section 3.063.06(a), (iv) Seller shall be in compliance with the Facility Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller to the extent that Seller qualifies as a “legal entity customer” under the Beneficial Ownership Regulation, and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval by Buyer to extend the then-current Facility Termination Date, Seller shall have no right to extend the then-current Facility Termination Date, and any pending request to extend the then-current Facility Termination Date shall be deemed to be denied. Notwithstanding anything to the contrary in this Section 3.063.06(a), in no event shall the Facility Termination Date be extended for more than two (2)

Facility Termination Date Extension Options. At the request of Seller Sellers delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no or later than thirty (30) days before the then-current applicable Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as of the then-current Facility Termination Date, Seller Buyer shall have grant up to two (2) separate, consecutive options to extend extensions of the then-current Facility Termination Date, each such option Date for a period of one (1) year (each, an “Extension Period”)each by giving notice approving such extension to Sellers prior to the then-current Facility Termination Date. The failure of Buyer to so deliver such notice approving the extension shall be deemed to be Buyer’s determination not to extend the Facility Termination Date unless Buyer thereafter gives notice to the contrary. Any extension - 51- of the Facility Termination Date shall be subject to the satisfaction of following conditions (the following conditions, as determined by Buyer in its sole discretion (each, an “Extension ConditionConditions”): (i) no Default or Event of Default has occurred exists on the date of the request to extend and is continuingas of the current Facility Termination Date, (ii) no unsatisfied Margin Call Deficit shall be outstandingoutstanding on the date of the request to extend and as of the current Facility Termination Date, (iii) each Seller shall have has made a timely written request to extend for the then-current Facility Termination Date as provided extension in this Section 3.06question, (iv) Seller the Purchased Assets shall be in compliance with the Facility requirements of the Minimum Portfolio Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller Test that are applicable to the extent that Seller qualifies as a “legal entity customer” under next ensuing Extension Period on the Beneficial Ownership Regulation, date of the request to extend and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval which compliance shall be determined by Buyer in its sole discretion, (v) all Purchased Assets must qualify as Eligible Assets on the date of the request to extend and as of the then-current Facility Termination Date and (vi) the payment by Sellers to Buyer of the Extension Fee has been effected on or before the current Facility Termination Date; provided that (A) if any Default, Seller Event of Default or outstanding Margin Deficit exists or the Purchased Assets are not in compliance with the Minimum Portfolio Debt Yield Test, Buyer shall have no right xxxxx Xxxxxxx a temporary extension not to extend exceed the then-current Facility Termination Datetime permitted to cure/satisfy such Default, Event of Default, Margin Deficit or Minimum Portfolio Debt Yield Test set forth in the Repurchase Documents, and (B) if any pending Seller is not in compliance with any of the foregoing Extension Conditions on the date of the related extension request, such request may be submitted by Sellers, setting forth any conditions to extend extension of the then-current Facility Termination Date that are not in compliance and the reasons for such non-compliance, and such request shall be deemed granted by Buyer if, as of the Facility Termination Date for which such request is submitted, each Seller certifies to be denied. Notwithstanding anything to Buyer’s satisfaction that it is in compliance with each of the contrary conditions set forth in this Section 3.063.06(a). No additional Transactions shall be entered into after the expiration of the Funding Period. In connection with each extension of the Facility Termination Date to a date beyond the expiration of the Funding Period, if any unfunded commitments in respect of any Purchased Asset remain outstanding on the Facility Termination Date so extended, the applicable Seller may request funding of such unfunded commitments subject to all terms and conditions of funding set forth in this Agreement, including review and approval by Buyer of such funding based on an updated Underwriting Package, in an aggregate amount not to exceed, for any such Purchased Asset, the product of (x) the Applicable Percentage attributable to such Purchased Asset and (y) the amount of unfunded commitments remaining available in respect of such Purchased Asset at such time; provided that in no event shall any amounts so funded by Buyer cause the Facility Termination Date be extended for more than two (2)aggregate amounts funded hereunder to exceed the Maximum Amount.

Facility Termination Date Extension Options. At the request of Seller Sellers delivered to Buyer in writing (in electronic or physical format) no earlier than ninety (90) days and no or later than thirty (30) days before the then-current applicable Facility Termination Date, provided that the Extension Conditions set forth below are fully satisfied both on the date of Seller’s written request and as Buyer shall grant up to three (3) extensions of the then-current Facility Termination Date, Seller shall have two (2) separate, consecutive options to extend the then-current Facility Termination Date, each such option Date for a period of one (1) year (each, an “Extension Period”)each by giving notice approving such extension to Sellers prior to the then-current Facility Termination Date. The failure of Buyer to so deliver such notice approving the extension shall be deemed to be Buyer’s determination not to extend the Facility Termination Date unless Buyer thereafter gives notice to the contrary. Any extension of the Facility Termination Date shall be subject to the satisfaction of following conditions (the following conditions, as determined by Buyer in its sole discretion (each, an “Extension ConditionConditions”): (i) no Default or Event of Default has occurred exists on the date of the request to extend and is continuingas of the current Facility Termination Date, (ii) no unsatisfied Margin Call Deficit shall be outstandingoutstanding on the date of the request to extend and as of the current Facility Termination Date, (iii) each Seller shall have has made a timely written request to extend for the then-current Facility Termination Date as provided extension in this Section 3.06question, (iv) Seller the Purchased Assets shall be in compliance with the Facility requirements of the Minimum Portfolio Debt Yield Test, (v) if requested by Buyer, Seller shall have delivered to Buyer a new or updated Beneficial Ownership Certification, as applicable, in relation to Seller Test that are applicable to the extent that Seller qualifies as a “legal entity customer” under next ensuing Extension Period on the Beneficial Ownership Regulation, date of the request to extend and (vi) Seller has paid to Buyer the Extension Fee on or before the then-current Facility Termination Date. If the Extension Conditions are not fully satisfied as of the then-current Facility Termination Date, then notwithstanding any prior approval which compliance shall be determined by Buyer in its sole discretion, (v) all Purchased Assets must qualify as Eligible Assets on the date of the request to extend and as of the then-current Facility Termination Date and (vi) the payment by Sellers to Buyer of the Extension Fee has been effected on or before the current Facility Termination Date; provided that (A) if any Default, Seller Event of Default or outstanding Margin Deficit exists or the Purchased Assets are not in compliance with the Minimum Portfolio Debt Yield Test, Buyer shall have no right xxxxx Xxxxxxx a temporary extension not to extend exceed the then-current Facility Termination Datetime permitted to cure/satisfy such Default, Event of Default, Margin Deficit or Minimum Portfolio Debt Yield Test set forth in the Repurchase Documents, and (B) if any pending Seller is not in compliance with any of the foregoing Extension Conditions on the date of the related extension request, such request may be submitted by Sellers, setting forth any conditions to extend extension of the then-current Facility Termination Date that are not in compliance and the reasons for such non-compliance, and such request shall be deemed granted by Buyer if, as of the Facility Termination Date for which such request is submitted, each Seller certifies to be denied. Notwithstanding anything to Buyer’s satisfaction that it is in compliance with each of the contrary conditions set forth in this Section 3.063.06(a). No additional Transactions shall be entered into after the expiration of the Funding Period. In connection with each extension of the Facility Termination Date to a date beyond the expiration of the Funding Period, if any unfunded commitments in respect of any Purchased Asset remain outstanding on the Facility Termination Date so extended, the applicable Seller may request funding of such unfunded commitments subject to all terms and conditions of funding set forth in this Agreement, including review and approval by Buyer of such funding based on an updated Underwriting Package, in an aggregate amount not to exceed, for any such Purchased Asset, the product of (x) the Applicable Percentage attributable to such Purchased Asset and (y) the amount of unfunded commitments remaining available in respect of such Purchased Asset at such time; provided that in no event shall any amounts so funded by Buyer cause the Facility Termination Date be extended for more than two (2)aggregate amounts funded hereunder to exceed the Maximum Amount.