Common use of Purchase Request Clause in Contracts

Purchase Request. Each Purchase from the Seller by the Purchasers or the Liquidity Banks, as applicable, shall be made on notice from the Seller to the Administrative Agent and each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) received by the Administrative Agent and each such Purchaser Agent not later than 12:00 noon (New York City time) on the second Business Day preceding the date of such proposed Purchase. Each such notice of a proposed Purchase shall be substantially in the form of Exhibit 1.2(a) and shall specify, among other items, the desired amount to be paid to the Seller and the date of such Purchase. The Administrative Agent shall promptly forward such notice, together with the Administrative Agent’s determination of the Pro Rata Share of such desired purchase amount for each Purchaser Group, to each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) by telecopier or e-mail. Each Purchaser Agent which has a Purchaser in its Purchaser Group shall promptly upon receipt notify such Purchaser of any such notice. If (x) any Purchaser in a Purchaser Group has determined not to make the proposed purchase or (y) any Purchaser Group has no Purchaser, the Purchaser Agent of such Purchaser Group shall promptly send notice of the proposed purchase to each Liquidity Bank in such Purchaser Group by telecopier or e-mail specifying the date of such proposed purchase, and such Liquidity Bank’s Percentage multiplied by the Pro Rata Share with respect to such Purchaser Group of the amount of such Purchase. The Seller shall not request more than one Purchase in any calendar week.

Purchase Request. Each Purchase from the Seller by the Purchasers or the Liquidity Banks, as applicable, shall be made on notice from the Seller to the Administrative Agent and each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) received by the Administrative Agent and each such Purchaser Agent not later than 12:00 noon (New York City time) on the second Business Day preceding the date of such proposed Purchase. Each such notice of a proposed Purchase shall be substantially in the form of Exhibit 1.2(a) and shall specify, among other items, the desired amount to be paid to the Seller Seller, the Pro Rata Share thereof of each Purchaser Group and the date of such Purchase. The Administrative Agent shall promptly forward such notice, together with the Administrative Agent’s determination of the Pro Rata Share of such desired purchase amount for each Purchaser Group, to each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) by telecopier or e-mail. Each Purchaser Agent which has a Purchaser in its Purchaser Group shall promptly upon receipt notify the Purchaser in such Purchaser Agent’s Purchaser Group of any such notice. If (x) any Purchaser in a Purchaser Group has determined not to make the proposed purchase or (y) any Purchaser Group has no Purchaser, the Purchaser Agent of such Purchaser’s Purchaser Group shall promptly send notice of the proposed purchase to each Liquidity Bank in such Purchaser Group by telecopier or e-mail specifying the date of such proposed purchase, and such Liquidity Bank’s Percentage multiplied by the Pro Rata Share with respect to such Purchaser Group of the amount of such Purchase. The Seller shall not request more than one Purchase in any calendar week.

Purchase Request. (i) Each Purchase from the Seller by the Purchasers or the Liquidity Banks, as applicable, shall be made on notice from the Seller to the Administrative Agent and each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) received by the Administrative Agent and each such Purchaser Agent not later than 12:00 noon (New York City time) on the second first (1st) Business Day preceding the date of such proposed Purchase, with respect to the Committed Tranche, and the fifth (5th) Business Day preceding the date of such proposed Purchase, with respect to the Uncommitted Tranche. Each such notice of a proposed Purchase shall be substantially in the form of Exhibit 1.2(a) and shall specify, among other items, the desired amount to be paid to the Seller and the date of such Purchase. The Administrative Agent shall promptly forward such notice, together with the Administrative Agent’s determination of the Pro Rata Share of such desired purchase amount for each Purchaser Group, to each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) by telecopier or e-mail. Each Purchaser Agent which has a Purchaser in its Purchaser Group shall promptly upon receipt notify such Purchaser of any such notice. If . (ii) With respect to the Committed Tranche, if (x) any Purchaser in a Purchaser Group has determined not to make the proposed purchase or (y) any Purchaser Group has no Purchaser, the Purchaser Agent of such Purchaser Group shall promptly send notice of the proposed purchase to each Liquidity Bank in such Purchaser Group by telecopier or e-mail specifying the date of such proposed purchase, and such Liquidity Bank’s Percentage multiplied by the Pro Rata Share with respect to such Purchaser Group of the amount of such Purchase. (iii) With respect to the Uncommitted Tranche, if any Investor in a Purchaser Group has determined to make the proposed purchase, the Purchaser Agent of such Purchaser Group shall notify Seller and Administrative Agent in writing no later than 12:00 noon (New York City time) on the third (3rd) Business Day preceding the date of such proposed Purchase whether or not any Investors in its Purchaser Group have determined, in their sole discretion, to make the requested Uncommitted Purchase, in whole or in part, pursuant to the related Purchase request and subject to the conditions set forth in this Agreement (each such written acceptance of the related Purchase request with respect to any Purchaser Group, a “Purchase Acceptance”); provided, however, that the failure of any Purchaser Agent to so notify Seller and Administrative Agent, by 12:00 noon (New York City time) on the third (3rd) Business Day preceding the date of such proposed Purchase, of the determination of the Investors in its Purchaser Group, shall be deemed a rejection by the Investors in such Purchaser Group to make such requested Uncommitted Purchase. In the event that one or more Purchaser Groups reject (or is deemed to have rejected) any requested Uncommitted Purchase (any such Purchaser Group, solely with respect to the related Purchase request, a “Rejecting Purchaser Group”), Seller may send a written request (each such request, a “Supplemental Purchase Request”) to the Administrative Agent and the Purchaser Agents for each of the Purchaser Groups that delivered a Purchase Acceptance (any such Purchaser Group, solely with respect to the related Purchase Request, an “Accepting Purchaser Group”), no later than 12:00 noon (New York City time) on the first (1st) Business Day preceding the date of such proposed Purchase, requesting that each Accepting Purchaser Group makes an additional purchase on the date of such proposed Purchase in accordance with the Supplemental Purchase Request in an amount equal to such Accepting Purchaser Group’s Pro Rata Share (Secondary Allocation). Each Purchaser Agent for an Accepting Purchaser Group shall notify Seller and Administrative Agent in writing no later than 12:00 noon (New York City time) on the date of such proposed Purchase whether or not any Investors in its Accepting Purchaser Group have determined, in their sole and absolute discretion, to make the requested Uncommitted Purchase, in whole or in part, pursuant to the Supplemental Purchase Request and subject to the conditions set forth in this Agreement (each such written acceptance of a Supplemental Purchase Request with respect to any Accepting Purchaser Group, a “Supplemental Purchase Acceptance”); provided, however, that the failure of any Purchaser Agent to so notify Seller and Administrative Agent, by 12:00 noon (New York City time) on the date of such proposed Purchase, of the determination of the Investors in its Accepting Purchaser Group, shall be deemed a rejection by the Investors in such Accepting Purchaser Group to make such requested Uncommitted Purchase set forth in such Supplemental Purchase Request. (iv) The Seller shall not request more than one Purchase in any calendar week; provided that any Supplemental Purchase Request shall not constitute an additional Purchase request.

Purchase Request. Each Purchase from the Seller by the Purchasers or the Liquidity Banks, as applicable, shall be made on notice from the Seller to the Administrative Agent and each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) received by the Administrative Agent and each such Purchaser Agent not later than 12:00 noon (New York City time) on the second Business Day preceding the date of such proposed Purchase. Each such notice of a proposed Purchase shall be substantially in the form of Exhibit 1.2(a) and shall specify, among other items, the desired amount to be paid to the Seller Seller, the Pro Rata Share thereof of each Purchaser Group and the date of such Purchase. The Administrative Each Purchaser Agent shall promptly forward such notice, together with upon receipt notify the Administrative Agent’s determination of the Pro Rata Share of such desired purchase amount for each Purchaser Group, to each Purchaser Agent (on behalf of the Investors in such Purchaser Agent’s Purchaser Group) by telecopier or e-mail. Each Purchaser Agent which has a Purchaser in its Purchaser Group shall promptly upon receipt notify such Purchaser of any such notice. If (x) any Purchaser in a Purchaser Group has determined not to make the proposed purchase or (y) any Purchaser Group has no Purchaserpurchase, the Purchaser Agent of such Purchaser’s Purchaser Group shall promptly send notice of the proposed purchase to each Liquidity Bank in such Purchaser Group by telecopier or e-mail specifying the date of such proposed purchase, and such Liquidity Bank’s Percentage multiplied by the Pro Rata Share with respect to such Purchaser Group of the amount of such Purchase. The Seller shall not request more than one Purchase in any calendar week.