Common use of Funding Defaults Clause in Contracts

Funding Defaults. If, by 2:00 p.m. (New York City time) on the date of any Advance, one or more Committed Note Purchasers in an Investor Group (each, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a Defaulting Committed Note Purchaser, a “Non-Defaulting Committed Note Purchaser”) fails to make its portion of such Advance, available to HVF II pursuant to Section 2.2(f) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an “Advance Deficit”), then the Funding Agent for such Investor Group, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 2013-A Principal Collection Account, an amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) of the Advance Deficit and (ii) the amount by which such Non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) of the Maximum Investor Group Principal Amount for such Investor Group exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Non-Defaulting Committed Note Purchaser (determined after giving effect to all Advances already made by such Investor Group on such date). A Defaulting Committed Note Purchaser shall forthwith, upon demand, pay to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 2013-A Base Rate plus 0.50% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii).

Funding Defaults. If, by 2:00 p.m. (New York City time) on the date of any Advance, one or more Committed Note Purchasers in an Investor Group (each, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a Defaulting Committed Note Purchaser, a “Non-Non- Defaulting Committed Note Purchaser”) fails to make its portion of such Advance, available to HVF II pursuant to Section 2.2(f) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an “Advance Deficit”), then the Funding Agent for such Investor Group, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 2013-A B Principal Collection Account, an amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) of the Advance Deficit and (ii) the amount by which such Non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) of the Maximum Investor Group Principal Amount for such Investor Group exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Non-Defaulting Committed Note Purchaser (determined after giving effect to all Advances already made by such Investor Group on such date). A Defaulting Committed Note Purchaser shall forthwith, upon demand, pay to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 2013-A B Base Rate plus 0.50% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii).

Funding Defaults. If, by 2:00 p.m. (New York City time) on the date of any AdvanceBorrowing, one or more Committed Note Purchasers in an Investor Group (each, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a other than any Defaulting Committed Note Purchaser, Purchaser being referred to as a “Non-Defaulting Committed Note Purchaser”) fails to make its ratable portion of such Advance, any Borrowing available to HVF II pursuant to Section 2.2(f2.03(a) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an in either case the “Advance Borrowing Deficit”), then the Funding Agent for such Investor GroupGroup shall, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall Borrowing instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 20132009-A Principal 1 Collection Account, an amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion proportionate share (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) of the Advance Borrowing Deficit and (ii) the amount by which such Non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) Percentage of the amount by which the Maximum Investor Group Principal Investor Amount for such Investor Group exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Non-Defaulting Committed Note Purchaser (determined after giving effect to all any Advances already made by such Investor Group on such date). A Defaulting Committed Note Purchaser shall forthwith, upon demand, pay to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 20132009-A 1 Base Rate plus 0.501% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii2.03(a)(ii).

Funding Defaults. IfThe failure of any Lender (a "Defaulting Lender") to advance funds to the Borrower by a required funding date in accordance with Sections 2.01 and 2.02 hereof (a "Debt Funding Default") shall extinguish the funding obligation of the non-defaulting Lenders with respect to that Loan and the Borrower shall be required to return any funds advanced pursuant to the extinguished obligation; provided, by 2:00 p.m. however, that the non-defaulting Lenders may elect in their sole discretion to fund their proportionate shares of that Loan notwithstanding the Debt Funding Default. A non-defaulting Lender may further elect to loan an additional amount to the Borrower (New York City time) on the date same terms as for other amounts loaned in that Loan and subject to the next sentence) to cover all or a portion of any Advancethe Defaulting Lender's proportionate share of the Loan (a "Default Loan") and the Borrower shall issue its Promissory Note, one or more Committed Note Purchasers in an Investor Group (eachduly executed by the Borrower, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a Defaulting Committed Note Purchaser, a “Non-Defaulting Committed Note Purchaser”) fails to make its portion of such Advance, available to HVF II pursuant to Section 2.2(f) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an “Advance Deficit”), then the Funding Agent for such Investor Group, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 2013-A Principal Collection Account, an principal amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) amount of the Advance Deficit Default Loan, dated the date of funding thereof. The Borrower shall be obligated to repay the principal amount of the Default Loan to the non-defaulting Lender (provided, however, that if the Borrower fails to repay such Default Loan in accordance with its terms, the Defaulting Lender shall be obligated to pay the principal amount of the Default Loan to the non-defaulting Lender) and such Default Loan shall bear simple interest at the rate of thirty percent (ii30%) per annum, payable quarterly in cash to the non-defaulting Lender by the Defaulting Lender. Interest (if any) payable by the Borrower on the Default Loan shall be payable to the non-defaulting Lender and such interest shall accrue until maturity as set forth in the Promissory Notes and, subject to the proviso in the preceding sentence, be credited against the amount of interest payable by which such Nonthe Defaulting Lender to the non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) of the Maximum Investor Group Principal Amount for such Investor Group exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Nondefaulting Lender. Except as expressly provided herein, no third-Defaulting Committed Note Purchaser (determined after giving effect to all Advances already made by such Investor Group on such date)party beneficiary right shall be created pursuant hereto. A Defaulting Committed Note Purchaser shall forthwithLender, and a non-defaulting Lender, as the case may be, shall, upon demandreturn of any funds by the Borrower pursuant to this Section 7.05, pay promptly cancel the related Promissory Note and return it to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 2013-A Base Rate plus 0.50% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii)Borrower.

Funding Defaults. If, by 2:00 p.m. (New York City time) on the date of any Advance, one or more Committed Note Purchasers in an Investor Group (each, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a Defaulting Committed Note Purchaser, a “Non-Defaulting Committed Note Purchaser”) fails to make its portion of such Advance, available to HVF II pursuant to Section 2.2(f) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an “Advance Deficit”), then the Funding Agent for such Investor Group, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 2013-A B Principal Collection Account, an amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) of the Advance Deficit and (ii) the amount by which such Non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) of the Maximum Investor Group Principal Amount for such Investor Group exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Non-Defaulting Committed Note Purchaser (determined after giving effect to all Advances already made by such Investor Group on such date). A Defaulting Committed Note Purchaser shall forthwith, upon demand, pay to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 2013-A B Base Rate plus 0.50% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii).

Funding Defaults. If, by 2:00 p.m. (New York City time) on the date of any Advance, one or more Committed Note Purchasers in an Investor Group (each, a “Defaulting Committed Note Purchaser,” and each Committed Note Purchaser in the related Investor Group that is not a Defaulting Committed Note Purchaser, a “Non-Defaulting Committed Note Purchaser”) fails to make its portion of such Advance, available to HVF II pursuant to Section 2.2(f) (the aggregate amount unavailable to HVF II as a result of any such failure being herein called an “Advance Deficit”), then the Funding Agent for such Investor Group, by no later than 2:30 p.m. (New York City time) on the applicable date of such Advance, shall instruct each Non-Defaulting Committed Note Purchaser in the same Investor Group as the Defaulting Committed Note Purchaser to pay, by no later than 3:00 p.m. (New York City time), in immediately available funds, to the Series 20132014-A Principal Collection Account, an amount equal to the lesser of (i) such Non-Defaulting Committed Note Purchaser’s pro rata portion (based upon the relative Committed Note Purchaser Percentage of such Non-Defaulting Committed Note Purchasers) of the Advance Deficit and (ii) the amount by which such Non-Defaulting Committed Note Purchaser’s pro rata portion (by Committed Note Purchaser Percentage) of the Maximum Investor Group Principal Amount for such Investor Group as of such date exceeds the portion of the Investor Group Principal Amount for such Investor Group funded by such Non-Defaulting Committed Note Purchaser (determined after giving effect to all Advances already made by such Investor Group on such date). A Defaulting Committed Note Purchaser shall forthwith, upon demand, pay to the applicable Funding Agent for the ratable benefit of the Non-Defaulting Committed Note Purchasers all amounts paid by each such Non-Defaulting Committed Note Purchaser on behalf of such Defaulting Committed Note Purchaser, together with interest thereon, for each day from the date a payment was made by a Non-Defaulting Committed Note Purchaser until the date such Non-Defaulting Committed Note Purchaser has been paid such amounts in full, at a rate per annum equal to the sum of the Series 20132014-A Base Rate plus 0.50% per annum. For the avoidance of doubt, no Delayed Funding Purchaser that has provided a Delayed Funding Notice in respect of an Advance shall be considered to be in default of its obligation to fund its Delayed Amount or be treated as a Defaulting Committed Note Purchaser hereunder unless and until it has failed to fund the Delayed Funding Reimbursement Amount or the Second Delayed Funding Notice Amount on the related Delayed Funding Date in accordance with Section 2.2(f)(ii).