Common use of Procedures for Advances by Purchasers Clause in Contracts

Procedures for Advances by Purchasers. (a) Each Advance from a Purchaser hereunder shall be effected by the Seller (or the Servicer on its behalf) delivering to the Administrative Agent and each Purchaser Agent (with a copy to the Collateral Custodian and the Backup Servicer) a duly completed Borrowing Notice (along with a Borrowing Base Certificate) no later than 2:00 p.m. (New York City, New York time) at least one Business Day prior to the proposed Funding Date. Each Borrowing Notice (along with a Borrowing Base Certificate) shall (i) specify the desired amount of such Advance, which amount must be at least equal to $250,000, (ii) specify the date of such Advance, (iii) specify the Assets to be financed on such Funding Date (including the appropriate file number and Outstanding Asset Balance for each Asset (or, in the case of the Tandem Asset, the Tandem Outstanding Asset Balance), and identifying each CMBS Security or Loan by type and whether such Loan is a Senior Secured ABL Loan, Senior Secured Loan, B-Note Loan, Mezzanine Loan, Acquired Loan, Assigned Loan, or Participation Loan) and (iv) include a representation that all conditions precedent for an Advance described in Article III hereof have been met. Each Borrowing Notice shall be irrevocable. (b) On the date of each Advance, each Purchaser shall, upon satisfaction of the applicable conditions set forth in Article III, make available to the Seller in same day funds, at such bank or other location reasonably designated by Seller in its Borrowing Notice given pursuant to this Section 2.3, an amount equal to its Pro Rata Share of, the least of (i) the amount requested by the Seller for such Advance, (ii) an amount equal to, in the case of the initial Funding Date, the Availability and on any Funding Date thereafter, the Adjusted Availability on such Funding Date or (iii) in the case of the initial Funding Date, the Facility Amount and on any Funding Date thereafter, the Adjusted Facility Amount. (c) On each Funding Date, the obligation of each Purchaser to remit its Pro Rata Share of each Advance shall be several from that of each other Purchaser and the failure of any Purchaser to so make such amount available to the Seller shall not relieve any other Purchaser of its obligation hereunder.

Procedures for Advances by Purchasers. (a) Each Advance from a Purchaser hereunder shall be effected by the Seller (or the Servicer on its behalf) delivering to the Administrative Agent and Agent, each Purchaser Agent and the Swingline Purchaser (with a copy to the Collateral Custodian and the Backup ServicerTrustee) a duly completed Borrowing Notice (along with a Borrowing Base Certificate) no later than 2:00 p.m. (New York CityCharlotte, New York North Carolina time) at least one Business Day prior to the proposed Funding Date. Each Borrowing Notice (along with a Borrowing Base Certificate) shall (i) specify the desired amount of such Advance, which amount must be in a minimum amount of at least equal $1,000,000, to $250,000be allocated to each Purchaser in accordance with its Pro-Rata Share, (ii) specify the date of such Advance, (iii) specify the Assets to be financed on such Funding Date (including the appropriate file number and Outstanding Asset number, Principal Balance for each Asset (or, in the case of the Tandem Asset, the Tandem Outstanding Asset Balance), and identifying each CMBS Security or Loan Asset by type and whether such Loan is a Senior Secured ABL Loan, Senior Secured Loan, B-Note Loan, Mezzanine Loan, Acquired Loan, Assigned Loan, or Participation Loanproposed Advance Rate applicable to each Asset) and (iv) include a representation that all conditions precedent for an Advance described in Article III hereof have been met. Each Borrowing Notice shall be he irrevocable. (b) On the date of each Advance, each Purchaser shall, upon satisfaction of the applicable conditions set forth in Article III, make available to the Seller in same day funds, at such bank or other location reasonably designated by Seller in its Borrowing Notice given pursuant to this Section 2.3, an amount equal to its Pro Rata Share of, the least of (i) the amount requested by the Seller for such Advance, (ii) an amount equal to, in the case of the initial Funding Date, the Availability and on any Funding Date thereafter, the Adjusted Availability on such Funding Date or (iii) in the case of the initial Funding Date, the Facility Amount and on any Funding Date thereafter, the Adjusted Facility Amount. (c) On each Funding Date, the obligation of each Purchaser to remit its Pro Pro-Rata Share of each any such Advance shall be several from that of each other Purchaser and the failure of any Purchaser to so make such amount available to the Seller shall not relieve any other Purchaser of its obligation hereunder. (c) Upon satisfaction of the applicable conditions set forth in Article III, on the relating Funding Date of an Advance, each Purchaser shall, subject to the limitations set forth in Section 2.1, deposit in the Holding Account an amount equal to its Pro-Rata Share of the least of (i) the amount requested by the Seller for such Advance, (ii) an amount equal to the Availability on such Funding Date, or (iii) the Facility Amount. Upon delivery to the Administrative Agent and each Purchaser Agent (with a copy to the Trustee), of (i) in the case of a Loan evidenced by an instrument, a faxed or pdf copy of the duly executed promissory note, (ii) in the case of a Noteless Loan, a faxed or pdf copy of the duly executed Transfer Document whereby the Seller acquires its interests in such Loan or (iii) in the case of a Bond, the Trade Ticket with respect thereto, the Trustee shall make available to the Seller in same day funds, at such bank or other location reasonably designated by the Seller in the Funding Request given pursuant to this Section 2.3, the funds held in the Holding Account in respect of such Advance; provided, however, that in the event that the applicable delivery required by the second sentence of this Section 2.3(c) is made after 4:30 p.m., or such later time as the Trustee may agree, on any day, the Trustee shall make such funds available to the Seller on the next succeeding Business Day; provided, further, that in the event that the applicable delivery required by the second sentence of this Section 2.3(c) is not made within two Business Days after the related Funding Date, the Trustee shall cause the funds on deposit in the Holding Account in respect of such Advance provided by each Purchaser relating to Assets for which the required deliveries have not been made to be delivered to the related Purchaser on the next Business Day following the date of receipt by the Administrative Agent, each Hedge Counterparty, each Purchaser Agent and the Trustee of a Borrowing Notice, substantially in the form of Exhibit A-3 with Interest accrued thereon to be paid to the account of such Purchaser on the following Payment Date; provided that any Borrowing Notice delivered pursuant to this Section 2.3(c) is received on any day that is not a Business Day or after 5:00 p.m. (Charlotte, North Carolina time) on any Business Day, such Borrowing Notice shall be deemed to be received on the following Business Day.

Procedures for Advances by Purchasers. (a) Each Advance from a Purchaser hereunder shall be effected by the Seller (or the Servicer on its behalf) delivering to the Administrative Agent and Agent, each Purchaser Agent and the Swingline Purchaser (with a copy to the Collateral Custodian and the Backup ServicerTrustee) a duly completed Borrowing Notice (along with a Borrowing Base Certificate) no later than 2:00 p.m. (New York CityCharlotte, New York North Carolina time) at least one Business Day prior to the proposed Funding Date. Each Borrowing Notice (along with a Borrowing Base Certificate) shall (i) specify the desired amount of such Advance, which amount must be in a minimum amount of at least equal $1,000,000, to $250,000be allocated to each Purchaser in accordance with its Pro-Rata Share, (ii) specify the date of such Advance, (iii) specify the Assets to be financed on such Funding Date (including the appropriate file number and Outstanding Asset number, Principal Balance for each Asset (or, in the case of the Tandem Asset, the Tandem Outstanding Asset Balance), and identifying each CMBS Security or Loan Asset by type and whether such Loan is a Senior Secured ABL Loan, Senior Secured Loan, B-Note Loan, Mezzanine Loan, Acquired Loan, Assigned Loan, or Participation Loanproposed Advance Rate applicable to each Asset) and (iv) include a representation that all conditions precedent for an Advance described in Article III hereof have been met. Each Borrowing Notice shall be irrevocable. (b) On the date of each Advance, each Purchaser shall, upon satisfaction of the applicable conditions set forth in Article III, make available to the Seller in same day funds, at such bank or other location reasonably designated by Seller in its Borrowing Notice given pursuant to this Section 2.3, an amount equal to its Pro Rata Share of, the least of (i) the amount requested by the Seller for such Advance, (ii) an amount equal to, in the case of the initial Funding Date, the Availability and on any Funding Date thereafter, the Adjusted Availability on such Funding Date or (iii) in the case of the initial Funding Date, the Facility Amount and on any Funding Date thereafter, the Adjusted Facility Amount. (c) On each Funding Date, the obligation of each Purchaser to remit its Pro Pro-Rata Share of each any such Advance shall be several from that of each other Purchaser and the failure of any Purchaser to so make such amount available to the Seller shall not relieve any other Purchaser of its obligation hereunder. (c) Upon satisfaction of the applicable conditions set forth in Article III, on the relating Funding Date of an Advance, each Purchaser shall, subject to the limitations set forth in Section 2.1, deposit in the Holding Account an amount equal to its Pro-Rata Share of the least of (i) the amount requested by the Seller for such Advance, (ii) an amount equal to the Availability on such Funding Date, or (iii) the Facility Amount. Upon delivery to the Administrative Agent and each Purchaser Agent (with a copy to the Trustee), of (i) in the case of a Loan evidenced by an instrument, a faxed or pdf copy of the duly executed promissory note or (ii) in the case of a Noteless Loan, a faxed or pdf copy of the duly executed Transfer Document whereby the Seller acquires its interests in such Loan, the Trustee shall make available to the Seller in same day funds, at such bank or other location reasonably designated by the Seller in the Funding Request given pursuant to this Section 2.3, the funds held in the Holding Account in respect of such Advance; provided that in the event that the applicable delivery required by the second sentence of this Section 2.3(c) is made after 4:30 p.m., or such later time as the Trustee may agree, on any day, the Trustee shall make such funds available to the Seller on the next succeeding Business Day; provided further that in the event that the applicable delivery required by the second sentence of this Section 2.3(c) is not made within two Business Days after the related Funding Date, the Trustee shall cause the funds on deposit in the Holding Account in respect of such Advance provided by each Purchaser relating to Assets for which the required deliveries have not been made to be delivered to the related Purchaser on the next Business Day following the date of receipt by the Administrative Agent, each Hedge Counterparty, each Purchaser Agent and the Trustee of a Borrowing Notice, substantially in the form of Exhibit A-3 with Interest accrued thereon to be paid to the account of such Purchaser on the following Payment Date; provided that any Borrowing Notice delivered pursuant to this Section 2.3(c) is received on any day that is not a Business Day or after 5:00 p.m. (Charlotte, North Carolina time) on any Business Day, such Borrowing Notice shall be deemed to be received on the following Business Day.