Limitation on Sales to Seller and Affiliates. At any time after the Closing Date, the Buyer may sell any Collateral Obligation to the Seller or any affiliate thereof; provided that such transaction is conducted in an arm’s length transaction in the ordinary course of business and the value of any such transferred Collateral Obligation shall be the mid-point between the “bid” and “ask” prices provided by a nationally recognized independent pricing service or, if unavailable or determined by the Collateral Manager to be unreliable, the fair market value of such Collateral Loan as reasonably determined by the Collateral Manager, and such Affiliate shall acquire such Collateral Loan for a price equal to the value so determined; provided further that an aggregate amount of Collateral Obligations not exceeding 15% of the Net Purchased Loan Balance may be sold or otherwise transferred to the Seller or an affiliate of the Seller.
Limitation on Sales to Seller and Affiliates. At any time after the Closing Date, the Buyer may sell any Collateral Obligation to the Seller or any affiliate thereof; provided that such transaction is conducted in an arm’s length transaction in the ordinary course of business and the value of any such transferred Collateral Obligation shall be the mid-point between the “bid” and “ask” prices provided by a nationally recognized independent pricing service or, if unavailable or determined by the Collateral Manager to be unreliable, the fair market value of such Collateral Obligation as reasonably determined by the Collateral Manager, and such Affiliate shall acquire such Collateral Obligation for a price equal to the value so determined; provided further that an aggregate amount of Collateral Obligations not exceeding 20% of the Net Purchased Loan Balance may be sold or otherwise transferred to the Seller or an affiliate of the Seller that is not a bankruptcy remote special purpose entity.
Limitation on Sales to Seller and Affiliates. Pursuant to Section 10.01 of the Credit Agreement, at any time after the Closing Date, the Purchaser may sell any Collateral Assets to the Seller or any Affiliate thereof; provided that, other than any repurchase or replacement of Warranty Collateral Asset required pursuant to Section 6.1 or as waived by the Administrative Agent, no Equityholder Collateral Asset may be sold pursuant to Section 10.01(a) of the Credit Agreement to the Equityholder or an Affiliate thereof or substituted pursuant to Section 10.03(a) of the Credit Agreement to the Equityholder or an Affiliate thereof without the prior consent of the Administrative Agent (which consent shall not be unreasonably withheld, conditioned or delayed); provided, further, that such consent shall not be required so long as the Aggregate Principal Balance of all Equityholder Collateral Assets (other than Warranty Collateral Assets or Collateral Assets transferred pursuant to a CLO Takeout) sold or distributed without such consent pursuant to Section 10.04 of the Credit Agreement in any twelve-month period does not exceed 15% of the Aggregate Asset Value of all Eligible Collateral Assets plus Principal Proceeds on deposit in the Principal Collection Account in effect on the date of such sale and such sale or distribution is made at a price at least equal to (x) during the Reinvestment Period, the Asset Value of the Equityholder Collateral Asset being sold or (y) after the end of the Reinvestment Period, the outstanding principal amount of such Equityholder Collateral Asset (or at a price that is less than the outstanding principal amount of such Equityholder Collateral Asset but not less than the Fair Market Value of such Equityholder Collateral Asset and the Borrower receives a contribution to capital from the Equityholder at least equal to the difference between such outstanding principal amount and such price and such amount shall be deposited into the Principal Collection Account no later than five (5) Business Days before the related settlement date).
Limitation on Sales to Seller and Affiliates. At any time after the Closing Date, the Buyer may sell any Collateral Obligation to the Seller or any affiliate thereof; provided that such transaction is conducted in an arm’s length transaction in the ordinary course of business and the value of any such transferred Collateral Obligation shall be the mid-point between the “bid” and “ask” prices provided by a nationally recognized independent pricing service or, if unavailable or determined by the Collateral Manager to be unreliable, the fair market value of such Collateral Obligation as reasonably determined by the Collateral Manager, and such Affiliate shall acquire such Collateral Obligation for a price equal to the value so determined.
Limitation on Sales to Seller and Affiliates. Pursuant to Section 8.1 of the Credit Agreement, at any time after the Closing Date, the Purchaser may sell any Collateral Obligations to the Seller or any Affiliate thereof; provided that, unless otherwise consented to by the Administrative Agent, the Aggregate Principal Amount of all Equity Holder Collateral Obligations (other than Warranty Collateral Obligations) sold pursuant to the Credit Agreement to the Equity Holder or an Affiliate thereof (which shall not, for the avoidance of doubt, include Fund Affiliates) shall not in aggregate exceed 20% of the Equity Holder Purchased Loan Balance measured as of the date of such sale; provided, further, that the Aggregate Principal Amount of all Equity Holder Collateral Obligations that are Defaulted Obligations (other than Warranty Collateral Obligations) sold pursuant to Section 8.1(b) of the Credit Agreement to the Equity Holder or an Affiliate thereof (which shall not, for the avoidance of doubt, include Fund Affiliates) shall not in any twelve-month period exceed 10% of the Equity Holder Purchased Loan Balance measured as of the date of such sale or dividend.
Limitation on Sales to Seller and Affiliates. Except as otherwise expressly permitted under the Credit Agreement (including purchases permitted by Section 10.01 of the Credit Agreement), the Seller and the Purchaser agree that the Seller and any Affiliate of the Seller may repurchase any portion of a Transferred Assets only from the Purchaser in the case of a repurchase or substitution of any Collateral Loan pursuant to Section 6.1.
Limitation on Sales to Seller and Affiliates. Pursuant to Section 10.01 of the Credit Agreement, at any time after the Closing Date, the Purchaser may sell any Collateral Loans to the Seller or any Affiliate thereof; provided that, other than any repurchase or replacement of Warranty Collateral Loan required pursuant to Section 6.1 or as waived by the Administrative Agent, (x) in no event may the sum of the aggregate Principal Balance of all Equityholder Collateral Loans sold by the Purchaser to the Seller or any Affiliate of the Seller exceed 20% of the Equityholder Purchased Loan Balance measured as of the date of such sale or dividend, and (y) in no event may the sum of the aggregate Principal Balance of all Equityholder Collateral Loans that are Defaulted Loans sold by the Purchaser to the Seller or any Affiliate of the Seller exceed 10% of the Equityholder Purchased Loan Balance measured as of the date of such sale or dividend.
Limitation on Sales to Seller and Affiliates. At any time after the 2024 Closing Date, the Buyer may sell any Collateral Obligation to the Seller or any affiliate thereof; provided that such transaction is conducted in an arm’s length transaction in the ordinary course of business and the value of any such transferred Collateral Obligation shall be the mid-point between the “bid” and “ask” prices provided by a nationally recognized independent pricing service or, if unavailable or determined by the Collateral Manager to be unreliable, the fair market value of such Collateral Obligation as reasonably BUSINESS.31767223.5 determined by the Collateral Manager, and such Affiliate shall acquire such Collateral Obligation for a price equal to the value so determined; provided, further, that the aggregate amount of Collateral Obligations sold to the Seller or its affiliates may not exceed 15% of the Net Purchased Loan Balance during the preceding 12 month period.
Limitation on Sales to Seller and Affiliates. At any time after the Closing Date, the Purchaser may sell any Collateral Obligations to the Seller or any Affiliate thereof for an amount which constitutes fair consideration and reasonably equivalent value; provided, that the aggregate Principal Balance of all Collateral Obligations and any Collateral Obligations for which a Revaluation Event as set forth in clauses (a), (b), (c) or (d) of the definition thereof shall have occurred, sold pursuant to Optional Sales to an affiliate of the Borrower or the Servicer from and after the Closing Date shall not exceed 15% of the highest Aggregate Eligible Collateral Obligation Amount in effect during the Revolving Period.
Limitation on Sales to Seller and Affiliates. At any time after the 2024 Closing Date, the Buyer may sell any Collateral Obligation to the Seller or any affiliate thereof; provided that such transaction is conducted in an arm’s length transaction in the ordinary course of business and the value of any such transferred Collateral Obligation shall be the mid-point between the “bid” and “ask” prices provided by a nationally recognized independent pricing service or, if unavailable or determined by the Collateral Manager to be unreliable, the fair market value of such Collateral Obligation as reasonably determined by the Collateral Manager, and such Affiliate shall acquire such Collateral Obligation for a price equal to the value so determined; provided, further, that the aggregate amount of Collateral Obligations sold to the Seller or its affiliates may not exceed 15% of the Net Purchased Loan Balance during the preceding 12 month period. ARTICLE III CONDITIONS PRECEDENT Section 3.01 Conditions Precedent This Agreement is subject to the conditions precedent that on or prior to the 2024 Closing Date each of the conditions precedent to the execution, delivery and effectiveness of each other
