Rapid Amortization Events. If any one of the following events occurs during the Managed Amortization Period:
(a) The failure of the Sponsor or the Master Servicer to make any payment or deposit required by the Sale and Servicing Agreement within three Business Days after the payment or deposit was required to be made;
(b) The failure of the Sponsor or the Master Servicer to cause the Depositor to observe or perform in any material respect the covenants of the Depositor in Section 2.01(h) or 2.05 of the Sale and Servicing Agreement.;
(c) The failure of the Sponsor to observe or perform in any material respect any other covenants of the Sponsor in the Sale and Servicing Agreement that materially and adversely affects the interests of the Noteholders or the Credit Enhancer and that continues unremedied and continues to affect materially and adversely the interests of the Noteholders or the Credit Enhancer for 60 days (five days in the case of any failure to take the action specified in the second sentence of Section 2.01(f) of the Sale and Servicing Agreement or Section 2.04(b)(2) of the Sale and Servicing Agreement) after the date on which written notice of the failure, requiring it to be remedied, shall have been given to the Sponsor by the Indenture Trustee, or to the Sponsor and the Indenture Trustee by the Credit Enhancer or the Holders of not less than 51% of the aggregate Outstanding Amount of both Classes of Notes;
(d) Any representation or warranty made by the Sponsor or the Depositor in the Sale and Servicing Agreement proves to have been incorrect in any material respect when made, as a result of which the interests of the Noteholders or the Credit Enhancer are materially and adversely affected and that continues to be incorrect in any material respect and continues to affect materially and adversely the interests of the Noteholders or the Credit Enhancer for 60 days after the date on which notice of the failure, requiring it to be remedied, shall have been given to the Sponsor or the Depositor, as the case may be, by the Indenture Trustee, or to the Sponsor, the Depositor, and the Indenture Trustee by either the Credit Enhancer or the Holders of not less than 51% of the aggregate Outstanding Amount of both Classes. A Rapid Amortization Event pursuant to this subparagraph (d) shall not occur if the Sponsor has accepted retransfer of the related Mortgage Loans or substituted for them during the 60-day period (or such longer period (not to exceed an additional 60 days) as the ...
Rapid Amortization Events. Section 7.1 RAPID AMORTIZATION EVENTS. If any one of the following events (each a "RAPID AMORTIZATION EVENT") shall occur:
(a) any payment shall not be made on the date required under this Master Trust Agreement or the applicable Supplement (including, without limitation, Receivable Shortfall Payments, payments of principal and interest on any Distribution Date, payments of 80 Additional Amounts and any other payments or prepayments required to be made by the Sellers under any applicable Supplement); PROVIDED, HOWEVER, in the case of any payment other than payments of principal and interest on any Distribution Date, such payment shall not be made for a period of thirty (30) days after the date required under the Master Trust Agreement and in the case of any payment of principal or interest on a Distribution Date, such payment shall not be made for a period of three (3) Business Days after the date required in this Master Trust Agreement;
(b) (i) TMM (as a Seller, Guarantor, or Sellers' Representative) or any other Seller shall fail to duly observe or perform in any material respect any other covenant or agreement of the Sellers in any Transaction Document, which failure continues unremedied for a period of 30 days (PROVIDED, THAT, with respect to the covenant set forth in SECTION 3.2(z) hereof the period shall be seven (7) days) after the earlier to occur of (x) actual knowledge by a Responsible Officer of such Person and (y) notice thereof to such Person by the Trustee; or (ii) an Exercise Event (as such term is defined in the Option Agreement or the Port Option Agreement, as applicable) shall occur under the Option Agreement or the Port Option Agreement, as applicable;
(c) (i) any representation or warranty made by TMM (as a Seller, Guarantor, or Sellers' Representative) or any other Seller in any Transaction Document or in any instrument, document or certificate delivered by such Person pursuant thereto, or any information required to be given by such Person to the Trustee with respect to the Purchased Receivables, proves to have been incorrect when made, the effect of which shall result in a Material Adverse Effect;
(d) TMM or any other Seller shall consent to the appointment of a conservator, receiver or liquidator in any bankruptcy, insolvency, CONCURSO MERCANTIL, readjustment of debt, marshalling of assets and liabilities or similar proceedings of or relating to all or substantially all of its property; or a decree or order of a court or agency or s...
Rapid Amortization Events. The Notes shall be subject to rapid amortization, in whole and not in part, following the occurrence of any of the following events as declared by the Control Party (at the direction of the Controlling Class Representative) by written notice to the Master Issuer (with a copy to the Trustee) (each, a “Rapid Amortization Event”); provided that a Rapid Amortization Event described in clause (e) below will occur automatically without any declaration by the Control Party unless the Control Party and 100% of the Noteholders have agreed to waive such event in accordance with Section 9.7:
(a) the DSCR with respect to any Quarterly Payment Date is less than the Rapid Amortization DSCR Threshold;
(b) Wendy’s Systemwide Sales as calculated on any Quarterly Calculation Date are less than $5,500,000,000;
(c) a Manager Termination Event shall have occurred;
(d) an Event of Default shall have occurred; or
(e) the Master Issuer has not repaid or refinanced a Series of Notes (or Class or Tranche thereof) in full on or prior to the Series Anticipated Repayment Date relating to such Series of Notes (or Class or Tranche thereunder); provided that, if on the applicable Series Anticipated Repayment Date the Master Issuer certifies in writing to the Trustee and the Control Party that the DSCR is greater than 2.00x as of such Series Anticipated Repayment Date, and such Series of Notes (or Class or Tranche thereunder) is repaid or refinanced within one (1) calendar year from such Series Anticipated Repayment Date, such Rapid Amortization Event shall no longer be in effect following such repayment or refinancing. For the avoidance of doubt, any Scheduled Principal Payments set forth in any Series Supplement shall continue to be made when due and payable subsequent to the occurrence of a Rapid Amortization Event.
Rapid Amortization Events. If any one of the following events shall occur during the Revolving Period with respect to any Series of Notes (each, a “Rapid Amortization Event”):
(a) on any Determination Date during the Revolving Period, the average annualized Monthly Loss Percentage over the previous three (3) Monthly Periods is greater than the Specified Monthly Loss Percentage;
(b) a breach of any Concentration Limit for three (3) consecutive months during the Revolving Period;
(c) the Overcollateralization Test is not satisfied for more than five (5) Business Days; or
(d) the occurrence of a Servicer Default or an Event of Default; then, in the case of any event described in clause (a) through (d) above, a Rapid Amortization Event with respect to all Series of Notes shall occur unless otherwise specified in a related Series Supplement, without any notice or other action on the part of the Trustee or the affected Holders immediately upon the occurrence of such event. The Required Noteholders may waive any Rapid Amortization Event and its consequences.
Rapid Amortization Events. Section 11.01.
Rapid Amortization Events. 92 Section 11.02. Additional Rights Upon the Occurrence of Certain Events........................................... 93
Rapid Amortization Events. A “Rapid Amortization Event,” wherever used herein, means any one of the following events:
Rapid Amortization Events. The Notes will be subject to rapid amortization in whole and not in part following the occurrence of any of the following events as declared by the Control Party (at the direction of the Controlling Class Representative) by written notice to the Co-Issuers (with a copy to the Managers, the Back-Up Manager and the Trustee) (each, a “Rapid Amortization Event”); provided that a Rapid Amortization Event described in clause (d) will occur automatically without any declaration thereof by the Control Party (at the direction of the Controlling Class Representative):
(a) the failure to maintain a DSCR of at least 1.20:1.00 as calculated on any Quarterly Calculation Date; provided, that, on and after the 2022 Springing Amendments Implementation Date, such threshold may be increased at the request of the Co-Issuers subject to approval by the Control Party and, to the extent that any Rapid Amortization Event has occurred and is continuing, each Noteholder of each Series of applicable Notes Outstanding;
(b) the occurrence of a Manager Termination Event;
(c) the occurrence of an Event of Default;
(d) the Co-Issuers have not repaid or refinanced any Series of Notes (or Class thereof) in full on or prior to the Series Anticipated Repayment Date relating to such Series of Notes or Class; or
(e) (x) prior to the System-Wide Sales Trigger Date, Driven Brands System-Wide Sales as calculated on any Quarterly Calculation Date are less than $640,000,000; provided that such threshold may be decreased in connection with a Permitted Brand Disposition subject to approval by the Control Party and receipt of the Rating Agency Confirmation and (y) on and after the System-Wide Sales Trigger Date, Driven Brands System-Wide Sales as calculated on any Quarterly Calculation Date are less than $1,500,000,000; provided that such threshold may be increased or decreased at the request of the Co-Issuers subject to approval by the Control Party and satisfaction of the Rating Agency Condition. On and after the System-Wide Sales Trigger Date, any changes to Section 9.1(e) of the Indenture related to approval of changes to the Driven Brands System-Wide Sales will be approved by the Control Party at the direction of the Co-Issuers and will not require any further consent or review by the Control Party, and the Control Party’s approval will be deemed to be consistent with the Servicing Standard.
Rapid Amortization Events. 103 Section 11.02. Additional Rights Upon an Insolvency Event . . . . . . . 105 ARTICLE XII
Rapid Amortization Events. The Notes will be subject to rapid amortization in whole and not in part following the occurrence of any of the following events as declared by the Control Party (at the direction of the Controlling Class Representative) by written notice to the Co-Issuers (with a copy to the Managers and the Trustee) (each, a “Rapid Amortization Event”); provided that a Rapid Amortization Event described in clause (d) will occur automatically without any declaration thereof by the Control Party (at the direction of the Controlling Class Representative):
(a) the failure to maintain a DSCR of at least 1.20:1.00 as calculated on any Quarterly Calculation Date;
(b) the occurrence of a Manager Termination Event;
(c) the occurrence of an Event of Default;
(d) the Co-Issuers have not repaid or refinanced any Series of Notes (or Class thereof) in full on or prior to the Series Anticipated Repayment Date relating to such Series of Notes or Class; or
(e) Driven Brands System-Wide Sales as calculated on any Quarterly Calculation Date are less than $640,000,000; provided that such threshold may be decreased in connection with a Permitted Brand Disposition subject to approval by the Control Party and receipt of the Rating Agency Confirmation.23
