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. (a) At all times, (i) the Aggregate Principal Balance of all Collateral Obligations that are Substitute Collateral Obligations plus (ii) the Aggregate Principal Balance related to all Collateral Obligations that have been repurchased by the Seller hereunder pursuant to its right of optional repurchase or substitution and not subsequently applied to purchase a Substitute Collateral Obligation may not exceed an amount equal to 15% of the Net Purchased Loan Balance; provided that notwithstanding the foregoing, clause (ii) of this Section 2.06(a) shall not include (A) if such calculation is made during the Reinvestment Period only, the Principal Balance related to any Collateral Obligation that is repurchased by the Seller in connection with a proposed Specified Amendment to such Collateral Obligation so long as (x) the Seller certifies in writing to the Collateral Manager, the Collateral Trustee, the Collateral Administrator and the Loan Agent that such purchase is, in the commercially reasonable business judgment of the Seller, necessary or advisable in connection with the restructuring of such Collateral Obligation and such restructuring is expected to result in a Specified Amendment to such Collateral Obligation, and (y) the Collateral Manager certifies in writing to the Collateral Trustee, the Collateral Administrator and the Loan Agent that the Collateral Manager either would not be permitted to or would not elect to enter into such Specified Amendment pursuant to the Collateral Manager Standard or any provision of the Indenture or the Collateral Management Agreement, (B) the purchase price of any Collateral Obligations or, for the avoidance of doubt, any Equity Securities sold by and at the option of the Buyer to the Seller pursuant to Section 12.1(d) of the Indenture or Section 12.1(h) of the Indenture as determined described in Section 12.1(h)(i) of the Indenture and (C) the Principal Balance related to any Ineligible Collateral Obligation that is repurchased or substituted by the Seller in connection with a mandatory repurchase or substitution pursuant to Section 2.07. The foregoing provisions in this paragraph constitute the “Repurchase and Substitution Limit”.
(b) The Seller agrees to identify to the Buyer each Affiliate Originated Collateral Obligation. Notwithstanding any other provisions herein, the Buyer, so long as the Acquisition Test and the other applicable conditions set forth in the Indenture are met, may also purchase Collateral Obligati...
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. 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 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 25% 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. 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. ARTICLE III CONDITIONS PRECEDENT Section 3.01 Conditions Precedent This Agreement is subject to the conditions precedent that on or prior to the Closing Date each of the conditions precedent to the execution, delivery and effectiveness of each other Transaction Document (other than a condition precedent in any such other Transaction Document relating to the effectiveness of this Agreement) shall have been fulfilled, and:
(a) Counterparts of this Agreement shall have been executed and delivered by or on behalf of the Seller and the Buyer; and
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 all times, the aggregate Principal Balance of all Collateral Obligations sold or contributed hereunder that (a) have been repurchased by the Purchaser or (b) purchased by any Affiliate of the Purchaser (other than an Eligible Excluded Transfer) may not exceed an amount equal to 15% of the Net Purchased Loan Balance. The foregoing provisions in this paragraph constitute the “Repurchase Limit”.
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.
