Failure to Repurchase. VWFS fails to (i) repurchase a Non-Conforming Receivable having become obliged to do so pursuant to Clause 10 (Repurchase) of the Receivables Purchase Agreement or (ii) pay any amount required pursuant to Clause 11 (Payment for non-existent Receivables) of the Receivables Purchase Agreement.
Failure to Repurchase. Seller fails to repurchase a Purchased Mortgage Loan that is no longer an Eligible Mortgage Loan within two (2) Business Days of notice from Buyer; or
Failure to Repurchase. Seller fails to repurchase a Purchased Mortgage Loan that is no longer an Eligible Mortgage Loan within [***] of notice from Buyer. (u) (I) Seller engages in any nonexempt “prohibited transaction” (as defined in Section 406 of ERISA or Section 4975 of the Code), (II) the occurrence of an Event of ERISA Termination or (III) any other event or condition occurs or exists with respect to a Plan or a Multiemployer Plan; and, such event or condition, together with all other such events or conditions, if any, would reasonably be expected to have a Material Adverse Effect
Failure to Repurchase. In the event that the Company does not purchase the entire Repurchase Shares of a Shareholder, the Transferee of that portion of the Repurchase Shares shall become a Shareholder of the Company upon the Transferee executing a Joinder Agreement, in the form attached hereto as Exhibit C.
Failure to Repurchase. Seller fails to repurchase a Purchased Mortgage Loan that is no longer an Eligible Mortgage Loan within [***] of notice from Buyer: or
Failure to Repurchase. If Dealer fails to repurchase a Contract as required by Section 10, MDA may, in mitigation of its damages, repossess the vehicle securing the Contract as may be allowed by applicable law, in which event Dealer will pay MDA, in cash upon demand, in addition to any other sums provided for herein, all costs of repossession, including court costs and attorneys' fees, and all costs of reconditioning, storing and reselling the Vehicle.
Failure to Repurchase. If, for any reason, the Company fails to repurchase the Warrants on the Repurchase Date, then (without limiting the Company’s obligation hereunder or curing any failure not to repurchase all of the Warrants required to be repurchased in accordance with the Warrants) any Company Group funds will be used to repurchase the maximum possible amount of the Warrants ratably among the holders thereof (including the Registered Holder of this Warrant) in proportion to the aggregate Repurchase Value that each such holder would be entitled to receive pursuant to the Warrants. The portion of this Warrant not repurchased shall, at the election of the Registered Holder (without limiting the Company’s obligation hereunder or curing any failure not to repurchase all of the Warrants required to be repurchased in accordance with the Warrants):
(i) remain outstanding and entitled to all the rights and preferences provided herein, and at any time thereafter, when additional funds of the Company are legally available for the repurchase of the Warrants, such funds will immediately be used to repurchase the balance of the Warrants that the Company has become obliged to repurchase on the Repurchase Date but that it has not repurchased (together with any accrued and unpaid interest thereon at the Applicable Interest Rate compounding on the first day of each calendar month thereafter), ratably among the holders thereof (including the Registered Holder of this Warrant) in proportion to the remaining aggregate Repurchase Value that each such holder remains entitled to receive;
(ii) convert to a secured promissory note in the name of the Company bearing interest at the Applicable Interest Rate, which interest shall be payable upon maturity of such note, and having such maturity and other provisions as the Requisite Registered Holders and the Company shall determine in good faith (provided, that the maturity date is not later than the later of (A) the third anniversary of the date of issuance of such note and (B) the date that is six months after the maturity date of any debt security that prohibits the earlier maturity or repayment of such note) (which note shall be subject to prepayment at any time in whole or in part, without premium or penalty); or
(iii) any combination of Section 5E(i) and Section 5E(ii) as the Registered Holder may require. The Company shall use its best efforts to make any and all payments and repayments set forth in this Section 5, including with respect to any ...
