Common use of Optional Purchases of Additional Ownership Interests Clause in Contracts

Optional Purchases of Additional Ownership Interests. (1) After the Closing Date for a Series, the Co-Owners of the Series or alternatively the Agent for the Series may, from time to time, subject to any limitations contained in the related Series Purchase Agreement, offer to purchase from the Seller (or the Co-Owners or the Agent for a Series on their behalf may accept offers from the Seller to Transfer) Additional Ownership Interests of the Series, and within the Series, of one or more Classes in stated dollar amounts. (2) Each offer to purchase or Transfer Additional Ownership Interests shall be in writing and shall specify the stated dollar amount of such Additional Ownership Interest, the Class or Classes, if any, to which the offer relates, the terms of the offer and any resulting amendments to any effective Remittance Notice with respect to the time, manner and funding requirements necessary, assuming the completion of the Transfer of the Additional Ownership Interest, to meet actual or expected funding requirements relating thereto. If the Seller or such Co-Owners or Agent of the Series, as the case may be, accepts such offer, the Seller shall Transfer to such Co-Owners and such Co-Owners shall purchase from the Seller, on the date specified in such offer or such other date as may be agreed to, such Additional Ownership Interests. (3) The Seller shall promptly give written notice to the Servicer of the stated dollar amount of each Additional Ownership Interest Transferred pursuant to this Section and the date or proposed date of Transfer and the Servicer shall take the amount of such Additional Ownership Interests into account when making determinations and calculations required by Articles 3, 5 and 6. (4) The purchase price of each Additional Ownership Interest as contemplated in this Section and the stated dollar amount of such Additional Ownership Interests shall, subject to Section 1.13, be set forth in an amendment to the original Series Purchase Agreement for the related Series. Upon execution and delivery of such amendment to the Series Purchase Agreement by each Co-Owner of the Series or the Agent for the Series on their behalf, the Custodian and the Seller, the Additional Ownership Interest shall automatically and without further action be Transferred to the Co-Owners of the relevant Series, whereupon the Unadjusted Invested Amount of the Series shall be increased by the stated dollar amount of such Additional Ownership Interest. (5) In no event shall the Seller accept an offer by Co-Owners of the Series or the Agent for the Series on their behalf to purchase or make an offer to a Co-Owner to Transfer, in each case made pursuant to this Section 3.3, an Additional Ownership Interest if at the time of such offer and acceptance, a breach of or default under Section 4.2 would have occurred if the Transfer had taken place at such time and, as a condition to the completion of any such transaction, the Servicer shall deliver to the Custodian and the Agent for the Series an Officers’ Certificate to the effect that no such breach or default has occurred or will occur as a result of such Transfer.

Optional Purchases of Additional Ownership Interests. (1a) After the applicable Closing Date for a Series, the Co-Owners of the a Series and, if applicable, a related Credit Enhancement Provider or alternatively the Agent for the Series a Series, may, from time to time, subject to any limitations contained in the related Series Purchase Agreement, offer to purchase from the Seller (or the Co-Owners and, if applicable, a related Credit Enhancement Provider or the Agent for a Series on their behalf behalf, may accept offers from the Seller to Transfer) , Additional Ownership Interests of the Series, Series and within the Series, Series of one or more Classes in stated dollar amounts. (2b) Each offer to purchase or Transfer an Additional Ownership Interests Interest shall be in writing and shall specify the stated dollar amount of such Additional Ownership Interest, the Class or Classes, if any, to which the offer relates, relates the terms of the offer and any resulting amendments to any effective Remittance Distribution Notice with respect to the time, manner and funding requirements necessary, assuming the completion of the Transfer of the Additional Ownership Interest, to meet actual or expected funding distribution requirements relating thereto. If the Seller or such Seller, a Co-Owners Owner and, if applicable, the related Credit Enhancement Provider, or Agent of the Series, a Series as the case may be, applicable accepts such offer, the Seller shall Transfer to such Co-Owners and, if applicable, the related Credit Enhancement Provider and such Co-Owners and, if applicable, the related Credit Enhancement Provider shall purchase from the Seller, on the date specified in such offer or such other date as may be agreed toagreed, such Additional Ownership Interests, in which event the Invested Amount of the applicable Series shall be increased accordingly. (3c) The Seller shall promptly give written notice to the Servicer of the stated dollar amount of each the Additional Ownership Interest Transferred pursuant to this Section and the date or proposed date of Transfer and the Servicer shall take the amount of such Additional Ownership Interests into account when making determinations and calculations required by Articles 3, 5 hereunder and 6under the related Series Purchase Agreement. (4d) The purchase price of each Additional Ownership Interest Transferred as contemplated in this Section and the stated dollar amount of such Additional Ownership Interests shallInterest may, subject to Section 1.131.12, be set forth in an amendment to the original Series Purchase Agreement for the related SeriesSeries to the extent that the related Series Purchase Agreement does not contain provisions in respect thereof. Upon execution and delivery of such amendment to by the Series Purchase Agreement by each Seller, the Co-Owner of the Series Owners or the Agent for the Series on their behalfAgent, the Custodian related Credit Enhancement Provider, if applicable, and the SellerCustodian, the Additional Ownership Interest shall automatically and without further action be Transferred to the Co-Owners of the relevant Series, whereupon their Agent, if applicable, and the Unadjusted related Credit Enhancement Provider, if applicable, for all purposes hereunder and the Invested Amount of the Series shall be increased by the stated dollar amount of such Additional Ownership Interestadjusted accordingly. (5) In no event shall the Seller accept an offer by Co-Owners of the Series or the Agent for the Series on their behalf to purchase or make an offer to a Co-Owner to Transfer, in each case made pursuant to this Section 3.3, an Additional Ownership Interest if at the time of such offer and acceptance, a breach of or default under Section 4.2 would have occurred if the Transfer had taken place at such time and, as a condition to the completion of any such transaction, the Servicer shall deliver to the Custodian and the Agent for the Series an Officers’ Certificate to the effect that no such breach or default has occurred or will occur as a result of such Transfer.