Common use of Minimum Sales Requirement Clause in Contracts

Minimum Sales Requirement. (a) With respect to each Fiscal Quarter in which the average daily unpaid principal amount of the Class A Revolving Loans is less than 90% of the average daily Class A Revolving Commitments during such Fiscal Quarter, Holdings shall have sold during such Fiscal Quarter Receivables to Company selected by it in accordance with the Selection Procedures in an amount (with respect to any Fiscal Quarter, the “Available Eligible Receivables Amount”) equal to at least 50% of the excess of (A) the aggregate Outstanding Principal Balance of all Eligible Receivables originated by Holdings or originated by a Receivables Account Bank and sold to Holdings or an Affiliate of Holdings during such Fiscal Quarter over (B) the sum of (i) the aggregate Outstanding Principal Balance of such Receivables originated during such Fiscal Quarter that Holdings is obligated to sell, or may sell in order to maximize the funds available thereunder to Holdings, to a special-purpose Subsidiary of Holdings in connection with one or more term securitization transactions involving the issuance of securities of a fixed not variable amount rated at least investment grade by one or more nationally recognized statistical rating organizations, and (ii) the aggregate Outstanding Principal Balance of all such Receivables originated during such Fiscal Quarter that are Marketplace Receivables. For all purposes of the foregoing, (1) with respect to any Fiscal Quarter, any such Receivables that are originated in such Fiscal Quarter but sold to Company or another Subsidiary of Holdings or as a Marketplace Receivable in the immediately succeeding Fiscal Quarter shall be deemed to have been originated in the Fiscal Quarter in which they were sold, and (2) each percentage under this Section 5.15(a) shall be calculated based on the original Outstanding Principal Balances of the applicable Receivables.