Common use of Margin Deficit Clause in Contracts

Margin Deficit. (a) If on any date the aggregate Market Value of all Underlying Assets is less than the product of (A) Buyer’s Margin Percentage times (B) the aggregate outstanding Purchase Price for all Purchased Assets as of such date (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Transfer Amount, Buyer may provide notice to Seller (as such notice is more particularly set forth below and in Section 4.01(b) (a “Margin Call”)) of such Margin Deficit. Such notice shall require Sellers to transfer cash to Buyer to reduce the Aggregate Purchase Price, so that, after giving effect to such payments, the Aggregate Purchase Price for all Purchased Assets does not exceed the aggregate Market Value of all Underlying Assets multiplied by the Applicable Percentage as of such date. Buyer shall apply the funds received in satisfaction of a Margin Deficit to the Repurchase Obligations to reduce the Aggregate Purchase Price in such manner as Buyer determines. For the avoidance of doubt, a Margin Call may be made with respect to a single Purchased Asset, multiple Purchased Assets or any number of Underlying Assets, so long as, subject to the following sentence, a Margin Deficit that is greater than the Minimum Transfer Amount exists. Notwithstanding the foregoing, at any time an Underlying Asset becomes (x) a Non-Performing Mortgage Loan or (y) an REO Property, if the Market Value of such Underlying Asset is less than the product, as of such date, of (A) Buyer’s Margin Percentage times (B) the Allocated Purchase Price for such Underlying Asset, Buyer may provide a notice to Sellers in accordance with this Section 4.01 requiring Seller to transfer cash to Buyer to eliminate such deficit.

Margin Deficit. (a) If on any date the aggregate Market Asset Value of all Underlying for one or more Purchased Assets is less than the product of (A) Buyer’s Margin Percentage times (B) the aggregate outstanding Purchase Price for all such Purchased Assets Asset(s) (as determined by Buyer nxx basis) shall equal or exceed the Required Portfolio Debt Yield Percentage, (D) each Purchased Asset shall continue to be an Eligible Asset after such in its discretion) (the existence of any such date (event and the related Deficit Amount, a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Transfer Amount, Buyer may provide in its discretion give Seller notice to Seller (as such notice is more particularly set forth below and of the Deficit Amount in Section 4.01(b) (a “Margin Call”)) of connection with any such Margin Deficit. Such notice shall require Sellers to transfer cash to So long as no Default or Event of Default has occurred and is continuing, Buyer to reduce may, in its discretion, reallocate such Margin Deficit (a “Reallocation”) by increasing the Aggregate Purchase Price, so that, after giving effect to such payments, the Aggregate Purchase Price for one or more other Purchased Assets (such Purchased Assets and the amounts of such increases to be determined by Buyer) so long as (i) such Reallocations do not result in a Default, an Event of Default or a Margin Deficit with respect to any other Purchased Asset as determined by Buyer and (ii) as a result of such Reallocations, (A) no Purchased Asset shall have a PPV in excess of the Required PPV Percentage, as determined by Buyer, (B) each Purchased Asset must have a Debt Yield at least equal to the Required Debt Yield Percentage, as determined by Buyer, (C) the Debt Yield for all Purchased Assets does (on a combiReallocation, and (E) the Concentration Limits shall not exceed be exceeded for any Purchased Asset; provided, however, in no event shall Buyer increase the aggregate Market Value of all Underlying Assets multiplied by the Applicable Percentage as of Purchase Price for a Purchased Asset with an outstanding Margin Deficit. In connection with any such date. Buyer shall apply the funds received in satisfaction Reallocation or payment of a Margin Deficit to Deficit, Seller shall execute new Confirmations promptly following request of Buyer. Seller understands and acknowledges that Reallocations may not be possible or, if possible, may not fully eliminate the Repurchase Obligations to reduce the Aggregate Purchase Price in such manner as Buyer determines. For the avoidance of doubt, a Margin Call may be made with respect to a single Purchased Asset, multiple Purchased Assets or any number of Underlying Assets, so long as, subject to the following sentence, a Margin Deficit and that is greater than the Minimum Transfer Amount exists. Notwithstanding the foregoingmanner, at any time an Underlying Asset becomes (x) a Non-Performing Mortgage Loan or (y) an REO Property, if the Market Value of method and all other factors relating to such Underlying Asset is less than the product, as of such date, of (A) Reallocation are in Buyer’s Margin Percentage times (B) the Allocated Purchase Price for such Underlying Asset, Buyer may provide a notice to Sellers in accordance with this Section 4.01 requiring Seller to transfer cash to Buyer to eliminate such deficitdiscretion.

Margin Deficit. (a) If on any date (i) prior to the aggregate Extension Period, and during the first ninety (90) days of the Extension Period, the Market Value of all Underlying Purchased Assets is less than the product of (A) Buyer’s Margin Percentage times (B) the aggregate outstanding Purchase Price for all such Purchased Assets as of such date, (ii) any date after the ninetieth (90th) day following the start of the Extension Period, the Extension Margin Amount as of such date is less than the aggregate Purchase Price of all Purchased Assets (either (i) or (ii), a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Transfer Amount, Buyer may provide notice to Seller (as such notice is more particularly set forth below and in Section 4.01(b) (a “Margin Call”)) of such Margin Deficit. Such notice shall require Sellers Seller to transfer cash to Buyer to reduce the Aggregate Purchase Price, so that, after giving effect to such payments, the Aggregate Purchase Price for all Purchased Assets does not exceed the aggregate Market Value of all Underlying Assets thereof multiplied by the Applicable Percentage or, after the (90th) day following the start of the Extension Period, the Extension Margin Amount as of such date. Buyer shall apply the funds received in satisfaction of a Margin Deficit to the Repurchase Obligations to reduce the Aggregate Purchase Price in such manner as Buyer determines. For the avoidance of doubt, a Margin Call may be made with respect to a single Purchased Asset, Asset or multiple Purchased Assets or any number of Underlying Assets, so long as, subject to the following sentence, as a Margin Deficit that is greater than the Minimum Transfer Amount exists. Notwithstanding the foregoing, at any time an Underlying Asset becomes (x) a Non-Performing Mortgage Loan or (y) an REO Property, if the Market Value of such Underlying Asset is less than the product, as of such date, of (A) Buyer’s Margin Percentage times (B) the Allocated Purchase Price for such Underlying Asset, Buyer may provide a notice to Sellers in accordance with this Section 4.01 requiring Seller to transfer cash to Buyer to eliminate such deficit.

Margin Deficit. (a) If on any date the aggregate Market Asset Value of all Underlying for one or more Purchased Assets is less than the product of (A) Buyer’s Margin Percentage times (B) the aggregate outstanding Purchase Price for all such Purchased Assets Asset (as of such date determined by Buyer in its discretion) (a “Margin Deficit”), and such Margin Deficit is greater than the Minimum Transfer Amount, Buyer may provide give Seller notice to Seller (as such notice is more particularly set forth below and in Section 4.01(b) (a “Margin Call”)) of any such Margin Deficit. Such notice So long as no Default or Event of Default has occurred and is continuing, to the extent Excess Funding Capacity exists (as determined by Buyer in its sole and absolute discretion), Buyer shall require Sellers to transfer cash to Buyer to reduce reallocate such Margin Deficit (a “Reallocation”) by increasing the Aggregate Purchase Price, so that, after giving effect to such payments, the Aggregate Purchase Price for all one or more other Purchased Assets does not exceed (such Purchased Assets and the aggregate Market Value of all Underlying Assets multiplied by the Applicable Percentage as amounts of such date. Buyer shall apply the funds received increases to be determined by Buyer) so long as (i) such Reallocations do not result in satisfaction a Default, an Event of Default or a Margin Deficit to the Repurchase Obligations to reduce the Aggregate Purchase Price in such manner as Buyer determines. For the avoidance of doubt, a Margin Call may be made with respect to any other Purchased Asset as reasonably determined by Buyer and (ii) as a single result of such Reallocations, (A) the Approved Applicable Percentage shall not be exceeded for any Purchased Asset, multiple Purchased Assets or any number of Underlying Assetsas determined by Buyer, so long as, subject to the following sentence, a Margin Deficit that is greater than the Minimum Transfer Amount exists. Notwithstanding the foregoing, at any time an Underlying Asset becomes (x) a Non-Performing Mortgage Loan or (y) an REO Property, if the Market Value of such Underlying Asset is less than the product, as of such date, of (A) Buyer’s Margin Percentage times (B) no Purchased Asset shall have a PPV in excess of the Allocated Required PPV Percentage, as reasonably determined by Buyer, (C) each Purchased Asset must have a Debt Yield at least equal to the Required Debt Yield Percentage, as reasonably determined by Buyer, (D) each Purchased Asset shall continue to be an Eligible Asset after such Reallocation, and (E) the Concentration Limits shall not be exceeded for any Purchased Asset; provided, however, in no event shall Buyer increase the Purchase Price for a Purchased Asset with an outstanding Margin Deficit. In connection with any such Underlying AssetReallocation, Buyer Seller shall execute new Confirmations promptly following request of Buyer. Seller understands and acknowledges that Reallocations may provide a notice not be possible or, if possible, may not fully eliminate the Margin Deficit and that the manner, method and all other factors relating to Sellers such Reallocation are in accordance with this Section 4.01 requiring Seller to transfer cash to Buyer to eliminate such deficitBuyer’s sole and absolute discretion.