Common use of Funds Under Sale Agreement Clause in Contracts

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at the request of any Purchaser Agent, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, (C) the Invested Amount would exceed the Purchase Limit in effect at such time, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (x) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (y) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (z) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), (I) the Invested Amount does not exceed the Purchase Limit in effect at such time, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (III) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at the request of any Purchaser Agent, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, (C) the Invested Amount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (x) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (y) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (z) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), (I) the Invested Amount does not exceed the Purchase Limit in effect at such timeLimit, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (III) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative AgentPurchaser Agents, at on behalf of the request of any Purchaser AgentPurchasers, given at any time when (i) based on the most recent Information Package, Package or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s the related Purchaser Group Limit in effect at such time or, or (C) the Invested Amount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify set aside and hold in trust for the Purchasers all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the OriginatorsSubordinated Note. The Seller may make withdrawals of apply such funds only for the purposes of (xi) at any time, purchasing Receivables from an Originator the Originators in accordance with the Sale Agreement; (yii) on the Settlement Date for any Collection Settlement Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (ziii) on the Settlement Date for any Collection Settlement Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer Servicers on such date pursuant to the last sentence of Section 3.1(c)(ii), both (IA) the Invested Amount does not exceed the Purchase Limit in effect at such timeLimit, (IIB) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (IIIC) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes Subordinated Note in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative AgentAgents, at on behalf of the request of any Purchaser AgentPurchasers, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s the related Purchaser Group Limit in effect at such time or, (C) the Invested Amount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (x1) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (y2) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (z3) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), (I) the Invested Amount does not exceed the Purchase Limit in effect at such timeLimit, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (III) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at on the request of any Purchaser AgentPurchaser's behalf, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may beSettlement Report, either (A) the Asset Interest would exceed the Allocation Limit, Limit or the sum of (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, (C1) the Invested Amount Purchaser's Total Investment and (2) the aggregate CP Discount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of apply such funds only for the purposes of (xi) at any time, subject to Section 5.2, purchasing Receivables from an Originator the Originators in accordance with the Sale Agreement; (yii) on the Settlement Date for any Collection Settlement Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (ziii) on the Settlement Date for any Collection Settlement Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may beSettlement Report, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), both (Ix) the Invested Amount sum of (A) the Purchaser's Total Investment and (B) the aggregate of the CP Discounts of all Commercial Paper Notes then outstanding does not exceed the Purchase Limit in effect at such time, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (IIIy) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative AgentAgents, at on behalf of the request of any Purchaser AgentPurchasers, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group 's Invested Amount would exceed such Purchaser Group’s the related Purchaser Group Limit in effect at such time or, (C) the Invested Amount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (x1) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (y2) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (z3) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), (I) the Invested Amount does not exceed the Purchase Limit in effect at such timeLimit, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (III) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at on the request of any Purchaser AgentPurchaser's behalf, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation LimitLimit or, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, (C) the Invested Amount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (xi) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (yii) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section SECTION 3.1(c)(ii), and (ziii) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section SECTION 3.1(c)(ii), both (Ii) the Invested Amount does not exceed the Purchase Limit in effect at such time, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (IIIii) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at on the request of any Purchaser AgentPurchaser's behalf, given at any time when (i) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation LimitLimit or, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, the sum of (C1) the Invested Amount Purchaser's Total Investment and (2) the aggregate CP Discount would exceed the Purchase Limit in effect at such timeLimit, or (ii) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify all funds that under the Sale Agreement would be applied to repay principal of the Initial Seller Notes (as defined in the Sale Agreement) owing to the Originators. The Seller may make withdrawals of such funds only for the purposes of (xi) at any time, purchasing Receivables from an Originator in accordance with the Sale Agreement; (yii) on the Settlement Date for any Collection Period, making payments in accordance with the last sentence of Section 3.1(c)(ii), and (ziii) on the Settlement Date for any Collection Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii), both (Ii) the Invested Amount sum of (A) the Purchaser's Total Investment and (B) the aggregate CP Discount does not exceed the Purchase Limit in effect at such time, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (IIIii) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, repaying principal of the Initial Seller Notes in accordance with this Agreement and the Sale Agreement.

Funds Under Sale Agreement. Upon the written request of the Administrative Agent, at Administrator or the request of any Purchaser Agent, Relationship Bank given at any time when (iA) based on the most recent Information Package, or Interim Information Package, as the case may be, either (A) the Asset Interest would exceed the Allocation Limit, (B) any Purchaser Group’s Purchaser Group Invested Amount would exceed such Purchaser Group’s Purchaser Group Limit in effect at such time or, (C) or the Invested Amount Purchaser's Total Investment would exceed the Purchase Limit in effect at such timeLimit, or (iiB) a Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, the Seller shall identify set aside all funds that under the Sale Agreement would be applied to repay principal of the any Initial Seller Notes Purchaser Note (as defined in the Sale Agreement) owing to any Originator and/or to make loans to any Originator evidenced by an Originator Note (as defined in the OriginatorsSale Agreement). The Seller may make withdrawals of such funds only for the purposes of (xi) at any time, purchasing Receivables from an Originator the Originators in accordance with the Sale Agreement; (yii) on the Settlement Date for any Collection Settlement Period, making payments in accordance with the last sentence of Section 3.1(c)(ii3.01(c)(ii), and (ziii) on the Settlement Date for any Collection Settlement Period, if, on the basis of the most recent Information Package or Interim Information Package, as the case may be, and after giving effect to any payment made to the Master Servicer on such date pursuant to the last sentence of Section 3.1(c)(ii3.01(c)(ii), (I) the Invested Amount Purchaser's Total Investment does not exceed the Purchase Limit in effect at such time, (II) no Purchaser Group Invested Amount exceeds the related Purchaser Group Limit in effect at such time and (III) the Asset Interest does not exceed the Allocation Limit, and provided that no Liquidation Event or Unmatured Liquidation Event shall have occurred and be continuing, (x) repaying principal of the Initial Seller Purchaser Notes and/or (y) making loans to the Originators evidenced by the Originator Notes, in each case in accordance with this Agreement and the Sale Agreement.