Common use of Margin Excess Clause in Contracts

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable discretion (or, in Buyer’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable discretion (or, in In Buyer’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the on any date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no upon which a Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as exists, if, with respect to which Seller has provided notice to Buyer any other Purchased Asset, the lesser of a breach of any either (a) the Market Value for such representation and warranty and Buyer has Purchased Asset on the related Purchase Date, or (ib) not demanded a repurchase the then-current Market Value of such Purchased Asset pursuant to (or the last paragraph of Article 3(d) or (ii) demanded a repurchase par amount of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)Asset, if lower than Market Value) shall be true and correct in all material respects on and as of the date of the determination thereof, exceeds the product of (x) Seller’s Margin Percentage and (y) the outstanding Repurchase Price for such Margin Excess Advance with the same force and effect as if made on and Purchased Asset as of such date (orthe positive difference, if any, a “Margin Excess”), Seller may request that Buyer apply such Margin Excess as credit against the Margin Deficit on any Purchased Asset for which a Margin Deficit Exists pursuant to Section 4.01, in full or partial satisfaction of such Margin Deficit. Notwithstanding anything to the contrary herein, in no event shall available Margin Excess in respect of any LIBOR Based Transaction be reallocated (i.e., in such a way that the Purchase Price of any such representation LIBOR Based Transaction would be increased) at any time to cure in whole or warranty in part a Margin Deficit relating to (x) any SOFR Based Transaction or (y) any LIBOR Based Transaction where such reallocation would result in an increase to the Purchase Price of any LIBOR Based Transaction with a Repurchase Date that is expressly stated to have been made as later than the Repurchase Date of a specific date, as the LIBOR Based Transaction in respect of which such specific date)Margin Deficit exists.

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a 3(e)(ii)) (a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 250,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer Xxxxx in its commercially reasonable sole discretion exercised in good faith (or, in Buyer’s sole discretion, waived): (A) no monetary or material non-monetary Default or and no Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A1) the aggregate Purchase Price for all Purchased Assets, plus (B2) the requested Purchase Price for any pending Transaction, plus (C3) the aggregate amount of any potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D4) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; provided, however, that notwithstanding the foregoing, to the extent that Seller delivers to Buyer a written waiver indicating that it will not seek to make one or more Future Funding Advance Draws or Margin Excess draws hereunder with respect to any Purchased Assets, then the Future Funding Advance Draws and Margin Excess identified in any such waiver or waivers shall not be included for purposes of clauses (3) and (4) of this paragraph; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the for which a Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit Call Notice has been delivered immediately after the Margin Excess Advance; (E) [Intentionally Omitted]no event shall have occurred which has, or could reasonably be expected to have, a Material Adverse Effect; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty those contained in Article 9(s) with respect relating to any Purchased Asset as Assets subject to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)other Transactions) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice once each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 250,000 (or, up to two times for each Purchased Asset, $100,000) (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 2:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable sole discretion (or, in Buyer’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of any potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]no event shall have occurred which is reasonably expected to have a Material Adverse Effect; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice five (5) occasions each calendar month quarter during the Availability Period (in total together with any prepayments pursuant to Article 3(e)(ii))(a a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable one or more Purchased Assets (it being understood and agreed that Seller shall be permitted to make a Margin Excess Request with respect to more than one Purchased Asset on each such occasion) in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 250,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable discretion (or, in BuyerXxxxx’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of any potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Purchase Price Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; and (F) other than representations and warranties set forth in Exhibit G with respect to Purchased Assets not subject to the Margin Excess Advance, the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date, and as modified by an Requested Exceptions Report); and (F) No Tier Two Step Down Condition is continuing.

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable discretion (or, in 45 - In Buyer’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the on any date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no upon which a Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as exists, if, with respect to which Seller has provided notice to Buyer any other Purchased Asset, the lesser of a breach of any either (a) the Market Value for such representation and warranty and Buyer has Purchased Asset on the related Purchase Date, or (ib) not demanded a repurchase the then-current Market Value of such Purchased Asset pursuant to (or the last paragraph of Article 3(d) or (ii) demanded a repurchase par amount of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)Asset, if lower than Market Value) shall be true and correct in all material respects on and as of the date of the determination thereof, exceeds the product of (x) Seller’s Margin Percentage and (y) the outstanding Repurchase Price for such Margin Excess Advance with the same force and effect as if made on and Purchased Asset as of such date (orthe positive difference, if any, a “Margin Excess”), Seller may request that Buyer apply such Margin Excess as credit against the Margin Deficit on any Purchased Asset for which a Margin Deficit Exists pursuant to Section 4.01, in full or partial satisfaction of such Margin Deficit. Notwithstanding anything to the contrary herein, in no event shall available Margin Excess in respect of any LIBOR Based Transaction be reallocated (i.e., in such a way that the Purchase Price of any such representation LIBOR Based Transaction would be increased) at any time to cure in whole or warranty in part a Margin Deficit relating to (x) any SOFR Based Transaction or (y) any LIBOR Based Transaction where such reallocation would result in an increase to the Purchase Price of any LIBOR Based Transaction with a Repurchase Date that is expressly stated to have been made as later than the Repurchase Date of a specific date, as the LIBOR Based Transaction in respect of which such specific date)Margin Deficit exists.

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a 3(e)(ii)) (a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 250,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable sole discretion exercised in good faith (or, in Buyer’s sole discretion, waived): (A) no monetary or material non-monetary Default or and no Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A1) the aggregate Purchase Price for all Purchased Assets, plus (B2) the requested Purchase Price for any pending Transaction, plus (C3) the aggregate amount of any potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D4) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; provided, however, that notwithstanding the foregoing, to the extent that Seller delivers to Buyer a written waiver indicating that it will not seek to make one or more Future Funding Advance Draws or Margin Excess draws hereunder with respect to any Purchased Assets, then the Future Funding Advance Draws and Margin Excess identified in any such waiver or waivers shall not be included for purposes of clauses (3) and (4) of this paragraph; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the for which a Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit Call Notice has been delivered immediately after the Margin Excess Advance; (E) [Intentionally Omitted]no event shall have occurred which has, or could reasonably be expected to have, a Material Adverse Effect; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty those contained in Article 9(s) with respect relating to any Purchased Asset as Assets subject to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)other Transactions) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).

Margin Excess. With respect to any Purchased AssetAsset or Contributed Swingline Loan, a Seller Counterparty may submit to Buyer Purchaser a written request, to be delivered no more frequently than twice once each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a a “Margin Excess Request”), requesting that Buyer Purchaser make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset or Contributed Swingline Loan, as applicable, in the amount requested by a Seller Counterparty in such Margin Excess Request that is not less than $1,000,000 250,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer Purchaser shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of BuyerPurchaser’s receipt of such Margin Excess Request, (x) transfer to the applicable Seller Counterparty the amount of cash requested by Sellersuch Seller Counterparty, and (y) deliver to the applicable Seller Counterparty a revised Confirmation reflecting the corresponding increase in the Purchase Price or Swingline Advance Amount of such Purchased AssetAsset or Contributed Swingline Loan, respectively. BuyerPurchaser’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer Purchaser in its commercially reasonable sole discretion (or, in BuyerPurchaser’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased AssetsAssets or Contributed Swingline Loans, plus (B) the requested Purchase Price or Swingline Advance Amount for any pending Transaction, plus (C) the aggregate amount of potential each proposed Future Funding Advance Draws Draw with respect to all Purchased AssetsAssets and Contributed Swingline Loans, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage or Swingline Loan Advance Rate after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage or Swingline Loan Advance Rate set forth in the related Confirmation for such Purchased AssetAsset or Contributed Swingline Loan; (D) there is no Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; andno event shall have occurred which has, or could reasonably be expected to have, a Material Adverse Effect; (F) the representations and warranties made by Seller Counterparties in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance in all material respects with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date); and (G) after giving effect to the funding of the Margin Excess Advance, the aggregate outstanding Purchase Prices of all Purchased Assets and the Swingline Advance Amount which are Participation Interests shall not exceed 20% of the Facility Amount.

Margin Excess. With (a) If Buyer issues a Margin Call under Section 4.01 with respect to any Purchased Asset, Seller may submit to Buyer a written request, to be delivered no more frequently than twice each calendar month (in total together with Asset(s) and if the Market Value for any prepayments pursuant to Article 3(e)(ii))(a “Margin Excess Request”), requesting that Buyer make an additional advance (a “Margin Excess Advance”) with respect to the applicable other Purchased Asset in exceeds the amount requested by Seller in such product of Seller’s Margin Excess Request that is not less than $1,000,000 (but not to exceed Percentage times the Margin Excess outstanding Repurchase Price for such Purchased AssetAsset (with such amount to be determined by Buyer using its latest internal underwriting and valuation information). Buyer shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of Buyer’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. Buyer’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer in its commercially reasonable sole and absolute discretion (ora “Margin Excess”), then Buyer, in response to Seller’s written request following Buyer’s sole discretiondelivery of a Margin Call to Seller, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of apply such Margin Excess to the date of such request and as of the date related Margin Deficit, but only if each of the Margin Excess Advance;Requirements have been met in accordance with the terms set forth in Section 4.01(c). (Bb) To the extent that Buyer determines in its sole discretion that the Market Value of a Purchased Asset for which one or more Margin Calls have previously been paid to Buyer has, subsequent to receipt of any such payment, increased such that a Margin Excess exists with respect to such Purchased Asset, Buyer, in response to Seller’s written request, shall transfer cash to Seller in an amount up to the related Margin Excess with respect to such Purchased Asset, but only if each of the Margin Excess Advance Requirements have been met. Notwithstanding the foregoing, in no event shall not cause (A) Buyer be required to transfer cash to Seller in response to any such request in an amount which is greater than the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate total amount of potential Future Funding Advance Draws with respect to all Purchased Assets, plus (D) the amount of any previously paid Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance Deficits. Buyer and Seller shall not exceed the Purchase Price Percentage set forth in amend and restate the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect relating to any Purchased Asset as with respect to which Seller the related Purchase Price has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date)so increased.

Margin Excess. With respect to any Purchased Asset, Seller may submit to Buyer Purchaser a written request, to be delivered no more frequently than twice once each calendar month (in total together with any prepayments pursuant to Article 3(e)(ii))(a a “Margin Excess Request”), requesting that Buyer Purchaser make an additional advance (a “Margin Excess Advance”) with respect to the applicable Purchased Asset in the amount requested by Seller in such Margin Excess Request that is not less than $1,000,000 250,000 (but not to exceed the Margin Excess for such Purchased Asset). Buyer Purchaser shall by no later than 5:00 p.m. (New York City time) on the second (2nd) Business Day following the Business Day of BuyerPurchaser’s receipt of such Margin Excess Request, (x) transfer to Seller the amount of cash requested by Seller, and (y) deliver to Seller a revised Confirmation reflecting the corresponding increase in the Purchase Price of such Purchased Asset. BuyerPurchaser’s disbursement of any Margin Excess Advance (if any) shall be subject to satisfaction of the following conditions precedent, as determined by Buyer Purchaser in its commercially reasonable sole discretion (or, in BuyerPurchaser’s sole discretion, waived): (A) no Default or Event of Default shall have occurred and be continuing both as of the date of such request and as of the date of the Margin Excess Advance; (B) the Margin Excess Advance shall not cause (A) the aggregate Purchase Price for all Purchased Assets, plus (B) the requested Purchase Price for any pending Transaction, plus (C) the aggregate amount of potential each proposed Future Funding Advance Draws Draw with respect to all Purchased Assets, plus (D) the amount of any Margin Excess (after giving effect to such Margin Excess Advance), in the aggregate, to exceed the Facility Amount; (C) the Effective Purchase Price Percentage after giving effect to such Margin Excess Advance shall not exceed the Purchase Price Percentage set forth in the related Confirmation for such Purchased Asset; (D) there is no Margin Deficit in excess of the Margin Threshold immediately prior to the Margin Excess Advance and no Margin Deficit immediately after the Margin Excess Advance; (E) [Intentionally Omitted]no event shall have occurred which has, or could reasonably be expected to have, a Material Adverse Effect; and (F) the representations and warranties made by Seller in Article 9 (other than (a) any Xxxx to Market Representation or (b) the representation and warranty in Article 9(s) with respect to any Purchased Asset as to which Seller has provided notice to Buyer of a breach of any such representation and warranty and Buyer has (i) not demanded a repurchase of such Purchased Asset pursuant to the last paragraph of Article 3(d) or (ii) demanded a repurchase of such Purchased Asset which repurchase is in process pursuant to the last paragraph of Article 3(d)) shall be true and correct in all material respects on and as of the date of such Margin Excess Advance in all material respects with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date).