Common use of Investment Facility Clause in Contracts

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) request that the Purchasers ratably make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date to the Facility Termination Date, based on the applicable Purchaser Group’s Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Committed Purchaser, its Commitment Percentage of its Purchaser Group’s Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date to the Facility Termination Date; provided, that under no circumstances shall any Purchaser make any Investment or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s Purchaser Group would exceed (A) its Purchaser Group’s Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) ratably (based on the aggregate Commitments of the Related Committed Purchasers in their respective Purchaser Groups) request that the Purchasers Conduit Purchasers, or, only if a Conduit Purchaser denies such request or is unable to fund (and provides notice of such denial or inability to the Seller, the Administrator and its Purchaser Agent), ratably request that the Related Committed Purchasers, make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue the issuance of Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Related Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date date hereof to the Facility Termination Date, based on the applicable Purchaser Group’s Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Related Committed Purchaser, its Commitment Percentage of its Purchaser Group’s Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date date hereof to the Facility Termination Date; provided, that under no circumstances shall any Purchaser make any Investment (including, without limitation, any mandatory deemed Investment pursuant to Section 1.1(b)) or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s Purchaser Group would exceed (A) its Purchaser Group’s Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) request that the Purchasers ratably make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share Ratable Share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date to the Facility Termination Date, based on the applicable Purchaser Group’s Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Committed Purchaser, its Commitment Percentage of its Purchaser Group’s Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date to the Facility Termination Date; provided, that under no 719921903 05109795 2 circumstances shall any Purchaser make any Investment (including, without limitation, any mandatory deemed Investment pursuant to Section 1.1(b)) or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s Purchaser Group would exceed (A) its Purchaser Group’s Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) ratably (based on the aggregate Commitments of the Related Committed Purchasers in their respective Purchaser Groups) request that the Purchasers Conduit Purchasers, or, only if a Conduit Purchaser denies such request or is unable to fund (and provides notice of such denial or inability to the Seller, the Administrator and its Purchaser Agent), ratably request that the Related Committed Purchasers, make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue the issuance of Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Related Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date to the Facility Termination Date, based on the applicable Purchaser Group’s 's Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Related Committed Purchaser, its Commitment Percentage of its Purchaser Group’s 's Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s 's Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date to the Facility Termination Date; provided, that under no circumstances shall any Purchaser make any Investment (including, without limitation, any mandatory deemed Investment pursuant to Section 1.1(b)) or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s 's Purchaser Group would exceed (A) its Purchaser Group’s 's Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s 's Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) request that the Purchasers ratably make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date to the Facility Termination 745381243 05109795751949792 05109795 Date, based on the applicable Purchaser Group’s Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Committed Purchaser, its Commitment Percentage of its Purchaser Group’s Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date to the Facility Termination Date; provided, that under no circumstances shall any Purchaser make any Investment or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s Purchaser Group would exceed (A) its Purchaser Group’s Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.

Investment Facility. (a) On the terms and subject to the conditions hereof, the Seller may, from time to time before the Facility Termination Date, (i) request that the Purchasers ratably make investments with regard to the Purchased Assets from time to time from the date hereof to the Facility Termination Date in accordance with Section 1.2. Each investment requested by the Seller pursuant to Section 1.2(a) (each, an “Investment”) in the Purchased Assets shall be made ratably by the respective Purchaser Groups, and each Purchaser Group’s ratable share Ratable Share of each Investment shall be made and funded (x) if such Purchaser Group contains a Conduit Purchaser and such Conduit Purchaser elects (in its sole discretion) to make and fund such portion of such Investment, by such Conduit Purchaser, or (y) if such Purchaser Group does not contain a Conduit Purchaser or if the Conduit Purchaser in such Purchaser Group declines (in its sole discretion) to make or fund such portion of such Investment, by the Committed Purchaser in such Purchaser Group and (ii) request that the LC Bank issue or cause to issue Letters of Credit. Subject to Section 1.6(b) concerning reinvestments, at no time will a Conduit Purchaser have any obligation to make an Investment. Each Committed Purchaser severally hereby agrees, on the terms and subject to the conditions hereof, to make Investments from time to time from the Closing Date to the Facility Termination Date, based on the applicable Purchaser Group’s Percentage of each Investment requested pursuant to Section 1.2(a) (and, in the case of each Committed Purchaser, its Commitment Percentage of its Purchaser Group’s Percentage of such Investment) and, on the terms of and subject to the conditions of this Agreement, the LC Bank agrees to issue Letters of Credit in return for (and each LC Participant hereby severally agrees to make participation advances in connection with any draws under such Letters of Credit equal to such LC Participant’s Pro Rata Share of such draws), the Purchased Assets from time to time from the Closing Date to the Facility Termination Date; provided, that under no circumstances shall any Purchaser make any Investment (including, without limitation, any mandatory deemed Investment pursuant to Section 1.1(b)) or issue any Letters of Credit hereunder, as applicable, if, after giving effect to such Investment or issuance, the (i) Group Capital of such Purchaser’s Purchaser Group would exceed (A) its Purchaser Group’s Group Commitment (as the same may be reduced from time to time pursuant to Section 1.1(c)) minus (B) the related LC Participant’s Pro Rata Share of the Aggregate LC Participation Amount, (ii) the Aggregate Capital plus the Aggregate LC Participation Amount would exceed the Purchase Limit, (iii) the Aggregate LC Participation Amount would exceed the aggregate of the Commitments of the LC Bank and the LC Participants or (iv) the Purchased Assets Coverage Percentage would exceed 100%. The Seller may, subject to the requirements and conditions set forth herein, use the proceeds of any Investment or Reinvestment by the Purchasers hereunder, to satisfy its Reimbursement Obligation to the LC Bank and the LC Participants (ratably, based on the outstanding amounts funded by the LC Bank and each such LC Participant) pursuant to Section 1.16 below.