MODIFICATIONS TO MASTER REPURCHASE AGREEMENT Sample Clauses

MODIFICATIONS TO MASTER REPURCHASE AGREEMENT. (a) Paragraph 1 of the Master Repurchase Agreement is hereby deleted in its entirety and the following is substituted therefor: (b) Paragraph 3 of the Master Repurchase Agreement is hereby deleted in its entirety and the following is substituted therefor: (a) Buyer shall notify Seller of its approval of the Purchased Assets via delivery to Seller of a written Purchase Confirmation in the form of Exhibit A to this Repurchase Agreement. The Purchase Confirmation shall set forth the actual Purchase Date for the Purchased Asset, as determined by Buyer in its sole discretion, and shall be countersigned and returned to Buyer by Seller no later than 3:00 p.m., New York, New York time, at least one (1) Business Day prior to the Purchase Date specified therein. On the Purchase Date, ownership of the Purchased Assets shall be transferred to Buyer or its designee, against the simultaneous wire transfer of the Adjusted Purchase Price, less the Commitment Fee, to Seller or its designee not later than 3:00 p.m., New York, New York time. Simultaneously with the posting of such credit, Seller is hereby automatically and without further action of any kind deemed to have sold, transferred, conveyed and assigned to Buyer or its designee all the right, title and interest of Seller in and to the Purchased Assets together with all right, title and interest in and to the proceeds of any related document or agreement. (b) Notwithstanding that Buyer and Seller intend that the Transaction hereunder be a sale to Buyer of the Purchased Assets, Seller shall pay to Buyer an amount equal to the Price Differential of the Transaction for the most recently ended Accrual Period (each such payment, a “Periodic Price Differential Payment”) on each Payment Date. If Seller fails to make all or part of the Periodic Price Differential Payment by 3:00 p.m., New York, New York time, on a particular Payment Date, Seller shall be obligated to pay to Buyer (in addition to, and together with, the Periodic Price Differential Payment) interest on the unpaid amount of the Periodic Price Differential Payment at a rate per annum equal to the Post-Default Rate until the overdue Periodic Price Differential Payment (or the overdue portion thereof) is received in full by Buyer. (c) On or before 3:00 p.m. (EST) on the Repurchase Date, Seller shall be required to repurchase the Purchased Assets for an amount equal to the Repurchase Price. Upon tender by the Seller of payment of the Repurchase Price for all Purcha...
Sample 1
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MODIFICATIONS TO MASTER REPURCHASE AGREEMENT. (a) All references to Buyer in the Master Repurchase Agreement shall be deemed to be references to MLMCI or MLCC, as applicable, and all references to Seller in the Master Repurchase Agreement shall be deemed to be references to HMC. (b) Paragraph 11(d)(ii) of the Master Repurchase Agreement is hereby deleted in its entirety and restated as follows:
Sample 1
MODIFICATIONS TO MASTER REPURCHASE AGREEMENT. (a) All references to Buyer in the Master Repurchase Agreement shall be deemed to be references to MLMCI and all references to Seller in the Master Repurchase Agreement shall be deemed to be references to Seller as specified in these Supplemental Terms. (b) Paragraph 3 of the Master Repurchase Agreement is hereby amended by adding the following sentence at the end of subparagraph (a): Seller shall assign, transfer, and convey to MLMCI all of Seller's right (but not its obligations), title, and interest held directly or indirectly, through a loan participation contract or otherwise, in and to the Purchased Securities. (c) Paragraph 4(a) of the Master Repurchase Agreement is hereby amended to provide that the Market Value of all Purchased Securities determined for purposes of assessing the existence of any Margin Deficit shall assume the conversion of the Purchased Securities into Commercial Mortgage Backed Securities. (d) Paragraph 4(b) of the Master Repurchase Agreement is hereby amended to provide that the Market Value of all Purchased Securities determined for purposes of assessing the existence of any Margin Excess shall not exceed the outstanding principal balance of all Eligible Mortgage Loans then subject to the Agreement. (e) Paragraph 11(d)(ii) of the Master Repurchase Agreement is hereby deleted in its entirety and restated as follows:
Sample 1
MODIFICATIONS TO MASTER REPURCHASE AGREEMENT. (a) All references to Buyer in the Master Repurchase Agreement shall be deemed to be references to First Nationwide Mortgage Corporation and all references to Seller in the Master Repurchase Agreement shall be deemed to be references to Lomas Mortgage USA, Inc. (b) Paragraph 11(d)(ii) of the Master Repurchase Agreement is hereby deleted in its entirety and restated as follows:
Sample 1
MODIFICATIONS TO MASTER REPURCHASE AGREEMENT. (i) The Master Repurchase Agreement is hereby modified by replacing every reference to a "Purchased Security" or "Purchased Securities" with a reference to "Purchased Asset" or "Purchased Assets," and the definition of "Purchased Security" as set forth in the Master Repurchase Agreement shall be deleted.
Sample 1

Related to MODIFICATIONS TO MASTER REPURCHASE AGREEMENT

  • REVERSE REPURCHASE AGREEMENTS 1. Promptly after the Fund enters a Reverse Repurchase Agreement with respect to Securities and money held by the Custodian hereunder, the Fund shall deliver to the Custodian a Certificate, or in the event such Reverse Repurchase Agreement is a Money Market Security, a Certificate, Oral Instructions, or Written Instructions specifying: (a) the Series for which the Reverse Repurchase Agreement is entered; (b) the total amount payable to the Fund in connection with such Reverse Repurchase Agreement and specifically allocated to such Series; (c) the broker, dealer, or financial institution with whom the Reverse Repurchase Agreement is entered; (d) the amount and kind of Securities to be delivered by the Fund to such broker, dealer, or financial institution; (e) the date of such Reverse Repurchase Agreement; and (f) the amount of cash and/or the amount and kind of Securities, if any, specifically allocated to such Series to be deposited in a Senior Security Account for such Series in connection with such Reverse Repurchase Agreement. The Custodian shall, upon receipt of the total amount payable to the Fund specified in the Certificate, Oral Instructions, or Written Instructions make the delivery to the broker, dealer, or financial institution and the deposits, if any, to the Senior Security Account, specified in such Certificate, Oral Instructions, or Written Instructions. 2. Upon the termination of a Reverse Repurchase Agreement described in preceding paragraph 1 of this Article, the Fund shall promptly deliver a Certificate or, in the event such Reverse Repurchase Agreement is a Money Market Security, a Certificate, Oral Instructions, or Written Instructions to the Custodian specifying: (a) the Reverse Repurchase Agreement being terminated and the Series for which same was entered; (b) the total amount payable by the Fund in connection with such termination; (c) the amount and kind of Securities to be received by the Fund and specifically allocated to such Series in connection with such termination; (d) the date of termination; (e) the name of the broker, dealer, or financial institution with whom the Reverse Repurchase Agreement is to be terminated; and (f) the amount of cash and/or the amount and kind of Securities to be withdrawn from the Senior Securities Account for such Series. The Custodian shall, upon receipt of the amount and kind of Securities to be received by the Fund specified in the Certificate, Oral Instructions, or Written Instructions, make the payment to the broker, dealer, or financial institution and the withdrawals, if any, from the Senior Security Account, specified in such Certificate, Oral Instructions, or Written Instructions. 3. The Certificates, Oral Instructions, or Written Instructions described in paragraphs 1 and 2 of this Article may with respect to any particular Reverse Repurchase Agreement be combined and delivered to the Custodian at the time of entering into such Reverse Repurchase Agreement.

  • Amendments to Purchase Agreement The parties agree that the Purchase Agreement shall be amended, solely with respect to the Mortgage Loans, as follows:

  • Amendments to the Purchase Agreement (a) Section 1.6 of the Purchase Agreement is hereby amended and restated in its entirety as follows:

  • Repurchase Agreements With respect to all agreements pursuant to which the Company or any of its Subsidiaries has purchased securities subject to an agreement to resell, if any, the Company or any of its Subsidiaries, as the case may be, has a valid, perfected first lien or security interest in the government securities or other collateral securing the repurchase agreement, and, as of the date hereof, the value of such collateral equals or exceeds the amount of the debt secured thereby.

  • Amendment to Purchase Agreement Section 1.3 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

  • Repurchase Agreement This Repurchase Agreement, duly executed by the parties thereto;

  • Asset Purchase Agreement (a) Within fifteen (15) business days following PCC's receipt of the Put Notice or FBC's receipt of the Call Notice, as the case may be, FBC and PCC shall enter into the Asset Purchase Agreement in the form of Exhibit A hereto (the "Asset Purchase Agreement"), it being understood that the only change to such form shall be changes, if any, in the information contained in the Schedules thereto and the addition, if any, of Schedules thereto that are reasonably required to reflect events occurring after the date hereof; provided, however, that PCC shall not be required to accept any such change or addition that could reasonably be expected to cause a material adverse change in, or have a material adverse effect on, (i) the Assets to be conveyed to PCC pursuant to the Asset Purchase Agreement, (ii) the conduct of the business or operations of the Station or (iii) the ability of FBC to consummate the transactions contemplated by the Asset Purchase Agreement in accordance with its terms; provided further, however, that PCC shall be required to accept any change or addition of the type described in the preceding proviso if such change or addition results from any action taken (or, if required, not taken) by PCC under the Time Brokerage Agreement. Upon the execution and delivery of the Asset Purchase Agreement, FBC and PCC shall perform their respective obligations thereunder, including, without limitation, filing and prosecuting an appropriate application for FCC consent to the assignment of the FCC Licenses from FBC to PCC (the "FCC Consent"). Except as expressly set forth in the Time Brokerage Agreement or the Asset Purchase Agreement, PCC shall not assume any obligations or liabilities of FBC under any contract, agreement, license, permit or other instrument or arrangement. (b) Notwithstanding Section 3(a) of this Option Agreement, in the event that, at the time of the exercise of the Put Option or the Call Option, as the case may be, the only assets held by FBC are (i) the assets to be conveyed to PCC pursuant to the Asset Purchase Agreement and (ii) the certain similar assets to be sold to Buyer pursuant to a certain Option Agreement bearing even date herewith with respect to Seller's New Orleans Station (as identified in such Option Agreement, the "New Orleans Option"), FBC may, at its election, notify PCC in writing that the transactions contemplated by the Asset Purchase Agreement and the New Orleans Option shall each be reconstituted as a sale to PCC of all of the capital stock of FBC (the "Stock Purchase Election"); provided, however, that FBC shall have no right to exercise the Stock Purchase Election if (i) PCC is unable to treat such purchase of stock as a purchase of assets pursuant to Internal Revenue Code ss. 338(h)(10), or its successor, as the same may be amended from time to time, and (ii) PCC and FBC are unable to agree upon the terms and conditions of, and execute and deliver, a Stock Purchase Agreement within thirty (30) days following PCC's receipt from FBC of written notice of its election to exercise the Stock Purchase Election. If FBC exercises the Stock Purchase Election in accordance with the terms of this Section 3(b), FBC and PCC shall negotiate in good faith the terms of the Stock Purchase Agreement, it being understood that such Stock Purchase Agreement shall be substantially equivalent to the Asset Purchase Agreement except for such modifications and additions thereto that are required to conform the Asset Purchase Agreement to the form of agreement customarily used in connection with a sale of capital stock rather than assets, and it being further understood that neither FBC nor PCC shall be required to accept any term or provision in the Stock Purchase Agreement that would, or could reasonably be expected to, result in any increase or decrease in the consideration payable by PCC under the Asset Purchase Agreement or in the liabilities to be assumed by PCC under the Asset Purchase Agreement.

  • of the Purchase Agreement Section 2.5 of the Purchase Agreement is hereby amended and restated in its entirety to read as follows:

  • Amendments to Note Purchase Agreement Subject to the satisfaction of the conditions precedent set forth herein and in reliance on the representations, warranties and covenants of the Companies set forth herein and in the Note Purchase Agreement, each party hereto hereby agrees that the Note Purchase Agreement be and hereby is, amended as follows:

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

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