Limitation on Bulk Purchases. Borrower shall not, without Agent’s prior written consent (which Agent may withhold in its sole and absolute discretion), acquire for a purchase price greater than $500,000 any Contracts as part of a Bulk Purchase Transaction, provided, however that Borrower may, without the consent of Agent, acquire for a purchase price of $3,000,000 or less per annum Contracts as part of a Bulk Purchase Transaction provided the Borrower has Availability sufficient to consummate the Bulk Purchase Transaction prior to, and without giving effect to, the Bulk Purchase Transaction. The phrase ‘Bulk Purchase Transaction’ shall mean the purchase, on a group or aggregate basis, of Contracts originated by third parties, in one or a series of related transactions, from a seller or affiliated sellers, where Borrower’s decision to purchase the Contracts is based primarily on criteria other than the creditworthiness of the individual Contract Debtors who are the Contract obligors.
Limitation on Bulk Purchases. Without Agent’s prior approval, Borrowers shall not make any Bulk Purchase, (i) during any period of time when Hypothetical Availability is less than or equal 15% of the Credit Facility Exposure or (ii) that, on a pro forma basis, after giving effect to the contemplated Bulk Purchase, would result in Hypothetical Availability being less than or equal to 15% of the Credit Facility Exposure. Without limiting the foregoing, Contracts purchased as a result of a Bulk Purchase in compliance with this Section: (x) with an aggregate purchase price that is less than $25,000,000, are to be considered immediately eligible in the calculation of Availability, (y) with an aggregate purchase price that is equal to or greater than $25,000,000 but equal to or less than $50,000,000, are to be considered eligible in the calculation of Availability only after Agent provides written consent that such Contracts be considered eligible in the calculation of Availability, and (z) with an aggregate purchase price that is greater than $50,000,000, are to be considered eligible in the calculation of Availability only after Agent provides written confirmation that Required Lenders have consented to such Contracts being considered eligible in the calculation of Availability, in each case provided such Contracts otherwise satisfy the other requirements necessary to be included in the calculation of Availability.
Limitation on Bulk Purchases. Without Agent’s prior approval, Borrowers shall not make any Bulk Purchase, (i) with an aggregate purchase price that exceeds $10,000,000.00, (ii) that would result in Bulk Purchases calculated on a rolling 12-month basis to exceed $20,000,000.00 in the aggregate, (iii) during any period of time when Hypothetical Availability is less than or equal 30% of the sum of (A) the aggregate outstanding amount of all Revolving Loans and Pending Revolving Loans, plus (B) the aggregate undrawn face amount of all outstanding Letters of Credit which the Agent has caused to be issued or obtained for the Borrowers’ accounts, or (iv) that, on a pro forma basis, would result in Hypothetical Availability being less than or equal to 30% of the sum of (A) the aggregate outstanding amount of all Revolving Loans and Pending Revolving Loans, plus (B) the aggregate undrawn face amount of all outstanding Letters of Credit which the Agent has caused to be issued or obtained for the Borrowers’ accounts. Contracts purchased as a result of a Bulk Purchase to be considered ineligible until Agent determines that such Contracts or portion thereof are Eligible Contracts.
Limitation on Bulk Purchases. 28 Prohibition on Distributions; Structural Changes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Limitation on Bulk Purchases. Borrower shall not enter into or acquire Contracts as part of or in connection with a Bulk Purchase without Lender's prior written consent which shall not be unreasonably withheld or delayed.
Limitation on Bulk Purchases. Borrowers shall not purchase from any one seller Contracts with an aggregate purchase price greater than $1,200,000 (“Bulk Purchase Limit”) in a single transaction or as part of an integrated series of transactions, unless (a) Borrowers shall have given Agent at least ten Business Days prior notice of the proposed purchase, together with a copy of the purchase agreement (the agreement shall be written in all cases) and such other information as Agent may reasonably request, and (b) Agent has notified Borrowers, within ten days after the date Borrowers have provided all the information requested by Agent, that the Contracts being purchased and the terms of the purchase are reasonably satisfactory to Agent.
Limitation on Bulk Purchases. Borrowers shall not purchase from any one seller Contracts with an aggregate purchase price greater than the lesser of (i) $3,200,000 and (ii) 11% of Availability (as such term is defined under the Senior Credit Agreement) (“Bulk Purchase Limit”) in a single transaction or as part of an integrated series of transactions, unless (a) Borrowers shall have given Agent at least ten (10) Business Days prior notice of the proposed purchase, together with a copy of the purchase agreement (the agreement shall be written in all cases) and such other information as Agent may reasonably request, and (b) Agent has notified Borrowers, within ten days after the date Borrowers have provided all the information requested by Agent, that the Contracts being purchased and the terms of the purchase are reasonably satisfactory to Agent.
