Purchase Price Protection Sample Clauses

Purchase Price Protection. With respect to any Mortgage Loan that prepays in full during the first sixty (60) days following the related Closing Date, the Seller shall reimburse the Purchaser the amount (if any) by which the Purchase Price paid by the Purchaser to the Seller exceeded 100% of the outstanding scheduled principal balance of the Mortgage Loan as of the related Cut-off Date, within thirty (30) days of such payoff. Upon any assignment of a Mortgage Loan and/or this Agreement, the Purchaser may at its option retain its rights under this Section 3.05 notwithstanding such assignment.

Purchase Price Protection. With respect to any Mortgage Loan that prepays in full on or prior to the last day of the third full month following the related Closing Date (or such other earlier date set forth in the related PPTL), the Seller shall reimburse the Purchaser an amount equal to the product of (a) the amount by which Purchase Price Percentage paid by the Purchaser to the Seller for such Mortgage Loan exceeds 100% and (b) the outstanding principal balance of the Mortgage Loan as of the Cut-off Date, reduced by the amount of any Prepayment Charge collected. Such payment shall be made within thirty (30) days of such payoff.

Purchase Price Protection. (a) Following the Closing Date until the earlier of: (i) the date that a registration statement covering the Shares and the Warrant Shares is declared effective by the SEC, or (ii) the date the Shares (other than the Shares held by Affiliated Purchaser) become freely tradable under Rule 144, if the Company shall issue any common stock or Common Stock Equivalents (the “Discounted Offering”) entitling any person or entity to acquire shares of common stock at an effective price per share less than $0.40, subject to adjustment for any split or other reorganization or reclassification (the “Discounted Purchase Price”), as soon as practicable thereafter, subject to the further provisions of Section 1.5(b) below, the Company shall issue to the Subscriber that number of additional Units equal to the difference between the number of Units issued to the Subscriber at the Closing (the “Original Units”) and the number of Units the Company would have issued to the Subscriber had the Offering been completed at the Discounted Purchase Price (the “Additional Units”). (b) Notwithstanding anything herein to the contrary, the purchase price protection set forth above shall apply only to the Original Shares (as defined below) owned by the Subscriber as of the date the Company completes the Discounted Offering, as evidenced by a share certificate, brokerage statement, or other documentation as may be reasonably requested by the Company (“Evidence of Ownership”). If a Subscriber does not deliver Evidence of Ownership within 15 calendar days of the consummation of the Discounted Offering, such Subscriber will not be entitled to any adjustments pursuant to this Section 1.5. In the event the Subscriber holds less than all of the Original Shares underlying the Subscribed for Units as of such date, then the number of Additional Units to be issued shall be reduced proportionately. Accordingly, the number of Additional Units to be issued to the Subscriber shall be equal to the product of (A) [the quotient obtained by dividing (i) the original Subscription Amount by (ii) the Discounted Purchase Price less (iii) the Original Units] and (B) a fraction,(i) the numerator of which is the number of Shares issued to the Investor at the Closing as part of the Original Units (not including any shares issued pursuant to an exercise of Warrants) owned by the Subscriber as of the date the Company completes the Discounted Offering (the “Original Shares”) and (ii) the denominator of which is the num...

Purchase Price Protection. With respect to any Loan that prepays in full on or prior to the last day of the third full month following the related Closing Date (or such other date set forth in the related Confirmation), the Seller shall reimburse the Purchaser an amount equal to the product of (a) the excess of the Purchase Price percentage paid by the Purchaser to the Seller for such Loan over 100%, times (b) the outstanding principal balance of the Loan as of the date of such prepayment in full. Such payment shall be made within thirty (30) days of such payoff. Upon any assignment of a Loan and/or this Agreement, the Purchaser may at its option retain its rights under this Section 7.06 notwithstanding such assignment.

Purchase Price Protection. 38 ARTICLE IV ADMINISTRATION AND SERVICING OF THE MORTGAGE LOANS...............................39 Section 4.01. The Seller to Act as Servicer.............................................39 Section 4.02. Collection of Mortgage Loan Payments......................................40 Section 4.03. Realization Upon Defaulted Mortgage Loans.................................41 Section 4.04. Establishment of Custodial Accounts; Deposits in Custodial Accounts.......42 Section 4.05. Permitted Withdrawals From the Custodial Account..........................43 Section 4.06. Establishment of Escrow Accounts; Deposits in Accounts....................44 Section 4.07. Permitted Withdrawals From the Escrow Account.............................45

Purchase Price Protection. With respect to any Mortgage Loan that is prepaid in full during the two (2) month period from and after the Closing Date, the Company shall upon written notice thereof from Purchaser received by Company within sixty (60) days of the date of such prepayment reimburse the Purchaser, within thirty (30) days of such notice, the amount (if any) by which the Purchase Price paid by the Purchaser to the Company exceeded 100% of the outstanding scheduled principal balance of the Mortgage Loan as of the Cut-off Date. Upon any assignment of a mortgage Loan and/or this Agreement, the Purchaser may at its option retain its rights under this Section 3.05 notwithstanding such assignment.

Purchase Price Protection. 35 Section 3.06 Review of Mortgage Loans......................................35

Purchase Price Protection. With respect to any Mortgage Loan that prepays in full during the three (3) month period from and after the related Closing Date, the Seller shall reimburse the Purchaser the amount (if any) of the Purchase Price Premium paid by the Purchaser to the Seller, multiplied by the UPB of such Mortgage Loan on the applicable Closing Date, within thirty (30) days of such payoff.

Purchase Price Protection. With respect to any Mortgage Loan that prepays in full at any time prior to the expiration of the Holding Period for such Mortgage Loan, the Company shall reimburse the Purchaser, within thirty (30) days following the prepayment in full of such Mortgage Loan, the amount (if any) by which the portion of the Purchase Price paid by the Purchaser to the Company for such Mortgage Loan exceeded 100% of the outstanding scheduled principal balance of the Mortgage Loan as of the related Cut-off Date, provided, that the Purchaser shall provide to the Company a statement of the amount to be reimbursed hereunder no later than sixty (60) days after the Company provides written notice of such prepayment to the Purchaser.