Common use of Making Incremental Purchases Clause in Contracts

Making Incremental Purchases. (a) Each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date of such Incremental Purchase. Each such notice shall specify: (i) the aggregate amount (which shall not be less than $5,000,000 and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's portion thereof (determined ratably in accordance with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed Period for such Receivable Interest (which shall be one day if the Seller has not selected another period in accordance with the provisions set forth in the definition of "Fixed Period").

Making Incremental Purchases. The Seller shall provide the Agent with a purchase notice, in substantially the form of EXHIBIT IX hereto (aeach, a "PURCHASE NOTICE"), at least one (1) Each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date initial purchase of Receivable Interests hereunder (or two (2) Business Days prior to such initial purchase if the Seller desires to select the Adjusted LIBOR Rate with respect thereto) and at least two (2) Business Days prior to each subsequent Incremental Purchase. Each such notice Purchase Notice shall, except as set forth below, be irrevocable and shall specify: (i) specify the aggregate amount requested Purchase Price (which shall not be less than $5,000,000 3,000,000) and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's portion thereof (determined ratably in accordance together with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed initial Tranche Period for such Receivable Interest (which and the initial Discount Rate related thereto. Following receipt of a Purchase Notice, the Agent will determine whether FALCON agrees to make the purchase. If FALCON declines to make a proposed purchase, the Agent shall be one day if promptly advise the Seller has not selected another period and the Servicer of such fact, and (i) the Seller may thereupon cancel the Purchase Notice or (ii) in accordance with the provisions absence of such a cancellation, the Incremental Purchase of the Receivable Interests will be made by the Investors. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in ARTICLE IV, FALCON or each Investor, as applicable, shall deposit to the definition Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of "Fixed Period")FALCON, the aggregate Purchase Price of each Receivable Interest FALCON is then purchasing or (ii) in the case of an Investor, such Investor's Pro Rata Share of the aggregate Purchase Price of each of the Receivable Interests the Investors are purchasing.

Making Incremental Purchases. The Seller shall provide the Agent with written ---------------------------- notice (aa "Purchase Notice") Each of each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. 12:00 noon (New York City Chicago time) on the second Business Day immediately prior to the date of such the proposed Incremental Purchase; provided, however, that the Seller shall endeavor to provide each Purchase Notice at least three Business Days prior to the proposed date of the Incremental Purchase. Each such notice Purchase Notice shall, except as set forth below, be irrevocable and shall specify: (i) specify the aggregate amount requested Purchase Price (which shall not be less than $5,000,000 1,000,000) and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest. Following receipt of a Purchase Notice, the requested Agent shall determine whether PREFCO agrees to make the purchase. If PREFCO does not make a proposed purchase, the Seller may cancel the Purchase Notice or the Incremental Purchase of the Receivable Interests shall be made by the Investors (in which case the Seller, prior to such Incremental Purchase, shall notify the Agent in writing of the duration of the initial Fixed Tranche Period for such Receivable Interestand the initial Discount Rate related thereto). No more On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article 4, --------- PREFCO or each Investor, as applicable, shall initiate a wire transfer (or in the case of a transfer from PREFCO, or Bank One, an intrabank transfer) to the Facility Account, of immediately available funds, no later than two Incremental Purchases may be requested by 11:00 a.m. (Chicago time), in an amount equal to (i) in the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make case of PREFCO, the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share aggregate of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice Prices of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital each of the Receivable Interest being purchased by Interests PREFCO is purchasing, or (ii) in the case of an Investor, such Committed Purchasers (which amount shall be equal to the portion Investor's Pro Rata Share of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), Prices of each such Committed Purchaser's portion thereof (determined ratably in accordance with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed Period for such Receivable Interest (which shall be one day if Interests the Seller has not selected another period in accordance with the provisions set forth in the definition of "Fixed Period")Investors are purchasing.

Making Incremental Purchases. (a) Each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date of such Incremental Purchase. Each such notice shall specify: (i) the aggregate amount (which shall not be less than $5,000,000 and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "“Purchase Price"”); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's ’s Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's ’s portion thereof (determined ratably in accordance with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed Period for such Receivable Interest (which shall be one day if the Seller has not selected another period in accordance with the provisions set forth in the definition of "“Fixed Period"”).

Making Incremental Purchases. The Seller shall provide ---------------------------- the Agent with written notice (aa "PURCHASE NOTICE") Each of each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. 9:00 a.m. (New York City Chicago time) on the second Business Day of the proposed Incremental Purchase; provided, however, that the Seller shall endeavor to provide each Purchase Notice at least three Business Days prior to the proposed date of such the Incremental Purchase. Each such notice Purchase Notice shall, except as set forth below, be irrevocable and shall specify: (i) specify the aggregate amount requested Purchase Price (which shall not be less than $5,000,000 1,000,000), the date of purchase, the duration of the initial Tranche Period and integral multiples the initial Discount Rate related thereto, and the Person and bank account to which the Purchase Price should be transferred. Following receipt of $100,000 in excess thereof) requested a Purchase Notice, the Agent shall determine whether PREFCO agrees to be paid to make the purchase. If PREFCO does not make a proposed purchase, the Seller for may cancel the Purchase Notice or the Incremental Purchase of the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers Investors. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in a particular Purchaser Group Article IV, PREFCO or each Investor, as applicable, shall wire ---------- transfer to the Person and account specified in the proceeds applicable Purchase Notice, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of such purchase are to be used solely to repay PREFCO, the Capital aggregate of the Purchase Prices of each of the Receivable Interest Interests PREFCO is purchasing, or (ii) in the case of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of an Investor, such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share Investor's Pro Rata Share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice Prices of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital each of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to Interests the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's portion thereof (determined ratably in accordance with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed Period for such Receivable Interest (which shall be one day if the Seller has not selected another period in accordance with the provisions set forth in the definition of "Fixed Period")Investors are purchasing.

Making Incremental Purchases. The Seller shall provide the Agent with a purchase notice, in substantially the form of EXHIBIT IX hereto (aeach, a "PURCHASE NOTICE"), at least one (1) Each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date initial purchase of such Receivable Interests hereunder and at least three (3) Business Days prior to each subsequent Incremental Purchase. Each such notice Purchase Notice shall, except as set forth below, be irrevocable and shall specify: (i) specify the aggregate amount requested Purchase Price (which shall not be less than $5,000,000 3,000,000) and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's portion thereof (determined ratably in accordance together with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed initial Tranche Period for such Receivable Interest (which and the initial Discount Rate related thereto. Following receipt of a Purchase Notice, the Agent will determine whether FALCON agrees to make the purchase. If FALCON declines to make a proposed purchase, the Agent shall be one day if promptly advise the Seller has not selected another period and the Servicer of such fact, and (i) the Seller may thereupon cancel the Purchase Notice or (ii) in accordance with the provisions absence of such a cancellation, the Incremental Purchase of the Receivable Interests will be made by the Investors. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in ARTICLE IV, FALCON or each Investor, as applicable, shall deposit to the definition Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of "Fixed Period")FALCON, the aggregate Purchase Price of each Receivable Interest FALCON is then purchasing or (ii) in the case of an Investor, such Investor's Pro Rata Share of the aggregate Purchase Price of each of the Receivable Interests the Investors are purchasing.

Making Incremental Purchases. The Seller shall provide the Agent with a purchase notice, in substantially the form of EXHIBIT IX hereto (aeach, a "PURCHASE NOTICE"), at least one (1) Each Incremental Purchase hereunder shall be made on notice delivered by the Seller to each Managing Agent not later than 11:00 A.M. (New York City time) on the second Business Day prior to the date initial purchase of such Receivable Interests hereunder and at least three (3) Business Days prior to each subsequent Incremental Purchase. Each such notice Purchase Notice shall, except as set forth below, be irrevocable and shall specify: (i) specify the aggregate amount requested Purchase Price (which shall not be less than $5,000,000 3,000,000) and integral multiples of $100,000 in excess thereof) requested to be paid to the Seller for the Receivable Interests which are the subject of such Incremental Purchase (the "Purchase Price"); (ii) the allocation of such Purchase Price among the Purchaser Groups (which shall be proportional to the respective Conduit Purchase Limits of the Conduit Purchaser(s) in each Purchaser Group, unless such purchase is to be made by the Committed Purchasers in a particular Purchaser Group and the proceeds of such purchase are to be used solely to repay the Capital of the Receivable Interest of a Conduit Purchaser pursuant to Section 2.02(b)); (iii) the date of such Incremental Purchase (which shall be a Business Day); and (iv) if the Assignee Rate is to apply to any such Receivable Interest, the requested duration of the initial Fixed Period for such Receivable Interest. No more than two Incremental Purchases may be requested by the Seller during any single calendar month. Each Conduit Purchaser shall promptly notify its Managing Agent whether it has determined to make the requested Incremental Purchase on the terms specified by the Seller. If any Conduit Purchaser has determined not to fund all or any portion of its share of the Purchase Price for an Incremental Purchase, the Managing Agent for such Conduit Purchaser shall promptly send notice of the proposed Incremental Purchase to the Committed Purchasers in such Conduit Purchaser's Purchaser Group concurrently by telecopier specifying the date of such Incremental Purchase, the aggregate amount of Capital of the Receivable Interest being purchased by such Committed Purchasers (which amount shall be equal to the portion of the Purchase Price that would otherwise have been funded by the applicable Conduit Purchaser), each such Committed Purchaser's portion thereof (determined ratably in accordance together with their respective Commitments), whether the Yield for the initial Fixed Period for such Receivable Interest is calculated based on the Adjusted Eurodollar Rate (which may be selected only if such notice is given at not later than 11:00 A.M. (New York City time) on the second Business Day prior to the purchase date) or the Alternate Base Rate, and the duration of the Fixed initial Tranche Period for such Receivable Interest (which and the initial Discount Rate related thereto. Following receipt of a Purchase Notice, the Agent will determine whether FALCON agrees to make the purchase. If FALCON declines to make a proposed purchase, the Agent shall be one day if promptly advise the Seller has not selected another period and the Servicer of such fact, and (i) the Seller may thereupon cancel the Purchase Notice or (ii) in accordance with the provisions absence of such a cancellation, the Incremental Purchase of the Receivable Interests will be made by the Investors. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in ARTICLE IV, FALCON or each Investor, as applicable, shall deposit to the definition Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of "Fixed Period").FALCON, the aggregate Purchase Price of each Receivable Interest FALCON is then purchasing or (ii) in the case of an Investor, such Investor's Pro Rata Share of the aggregate Purchase Price of each of the Receivable Interests the Investors are purchasing. 7