Common use of Repurchase Transactions Clause in Contracts

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consent, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consentchoice, not provided such counterparty is an Eligible Transferee. Notwithstanding anything contained in this Agreement to be unreasonably withheld or delayed. Unless the contrary, unless an Event of Default shall have occurredoccurred and be continuing, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller Sellers pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller Sellers pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets Mortgage Loans with a counterparty of Buyer’s 's choice with all at no cost to the Seller’s prior written consent, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer and not substitute therefor Purchased Assets Mortgage Loans to Seller pursuant to Section 4 hereof, or of Buyer’s 's obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsMortgage Loans, Buyer shall have the right to assign to Buyer’s 's counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets Mortgage Loans that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consentchoice. Upon receipt of the Repurchase Price and all fees and expenses related to any Purchased Asset, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations is obliged to transfer such Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to hereof and credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof; provided, that in each instance an Event of Default shall not have occurred. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction. Unless otherwise agreed to in writing by Buyer, Seller shall not be responsible for any additional obligations, costs, fees or expenses in connection with Buyer’s pledging or hypothecating of the Purchased Assets, including but not limited to, any additional expenses that may be incurred in reassigning such Purchased Assets to Seller.

Repurchase Transactions. Buyer may, in its sole electionelection upon providing five (5) Business Days’ notice of such election to Seller, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consent, choice; provided that Buyer shall not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer convey the Purchased Assets to Seller pursuant any counterparty that is not a REIT or a QRS to Section 4 hereofthe extent that any requirement exists under the Code at such time that the Purchased Assets be held by a REIT or a QRS in order for the trust issuing any such Purchased Assets to remain exempt from federal income taxes, or of and in all cases subject to Buyer’s obligation to credit or pay Income to, or apply Income to reconvey the obligations of, Seller pursuant to Section 7 hereofPurchased Assets (and not substitutes therefor) on the Repurchase Date. In the event Buyer engages in a repurchase such transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein with respect to the Purchased Assets hereunder and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or Repurchase Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with or Repurchase Assets to a counterparty of Buyer’s choice with Seller’s prior written consent, not to be unreasonably withheld or delayedchoice. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets or Repurchase Assets to Seller Sellers pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller Sellers pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or Repurchase Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or Repurchase Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s 's choice with Seller’s 's prior written consent, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s 's obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsTrust Mortgage Loan or REO Properties, Buyer shall have the right to assign to Buyer’s 's counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets Trust Mortgage Loan or REO Properties that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consent, not to be unreasonably withheld or delayedchoice. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsTrust Mortgage Loan or REO Properties, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets Trust Mortgage Loan or REO Properties that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consentchoice, not provided such counterparty is an Eligible Transferee. Notwithstanding anything contained in this Agreement to be unreasonably withheld or delayed. Unless the contrary, unless an Event of Default shall have occurredoccurred and be continuing, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s 's choice except that, prior to the occurrence of an Event of Default, Buyer shall not engage in any such repurchase transaction, pledge, hypothecation with Seller’s prior written consent, not to be unreasonably withheld or delayeda Competitor. Unless an Event of Default shall have occurredoccurred and be continuing, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s 's obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s 's counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consentchoice. Upon receipt of the Repurchase Price and all fees and expenses related to any Purchased Asset, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations is obliged to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to hereof and credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof; provided, that in each instance an Event of Default shall not have occurred. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction.. Administrative Agent and Buyer are each hereby authorized to share any information delivered hereunder with such counterparty so long as such counterparty agrees to hold all such information in strict confidence subject to the same exceptions and qualifications as are provided in Section 33 with respect to disclosures by Seller to Administrative Agent and Buyers. - SIGNATURE CONFIDENTIAL -Content is not to be distributed or shared outside of participating parties.53

Repurchase Transactions. Prior to the occurrence of an Event of Default, Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets Mortgage Loans to a Buyer Affiliate. On or after the occurrence and continuance of an Event of Default, Buyer may, in its sole election, engage in repurchase transactions with a counterparty of Buyer’s choice with Seller’s prior written consentthe Purchased Mortgage Loans or otherwise pledge, not hypothecate, assign, transfer or otherwise convey the Purchased Mortgage Loans to be unreasonably withheld or delayedany Person without limitation. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets Mortgage Loans to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsMortgage Loans pursuant to this Section 18, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets Mortgage Loans that are subject to such repurchase transaction.

Repurchase Transactions. Upon purchase pursuant to this Agreement, title to all Purchased Assets shall pass to Buyer may, and Buyer shall have free and unrestricted use of all Purchased Assets. Nothing in its sole election, engage this Agreement shall preclude Buyer from engaging in repurchase transactions with the Purchased Assets or its interests in Contributed Assets otherwise pledging, repledging, transferring, conveying, hypothecating, or otherwise pledge, hypothecate, assign, transfer or otherwise convey rehypothecating the Purchased Assets Assets, with a counterparty of Buyer’s choice with Seller’s prior written consentchoice, not in all cases subject to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to reconvey the obligations of, Seller pursuant to Section 7 hereofPurchased Assets (and not substitutes therefor) on the Repurchase Date. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein with respect to the Purchased Assets hereunder and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets that are subject to such repurchase transaction. Nothing contained in this Repurchase Agreement shall obligate Buyer to segregate any Purchased Assets delivered to Buyer by Sellers.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Repurchase Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with or Repurchase Assets to a counterparty of Buyer’s choice with Seller’s prior written consentchoice, not provided that Buyer shall return to be unreasonably withheld or delayedSeller such Purchased Assets. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets or Repurchase Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Repurchase Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Repurchase Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Repurchase Assets that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consent, not to be unreasonably withheld or delayedchoice. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller Sellers pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller Sellers pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsREO Properties and Trust Mortgage Loans, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets REO Properties and Trust Mortgage Loans that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets with a counterparty of Buyer’s choice with Seller’s prior written consent, not to be unreasonably withheld or delayed. Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Assets REO Properties and Trust Mortgage Loans or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed AssetsTrust Mortgage Loan or REO Properties, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Assets Trust Mortgage Loan or REO Properties that are subject to such repurchase transaction.

Repurchase Transactions. Buyer may, in its sole election, engage in repurchase transactions with the Purchased Assets or its interests in Contributed Repurchase Assets or otherwise pledge, hypothecate, assign, transfer or otherwise convey the Purchased Assets or Repurchase Assets with a counterparty of Buyer’s choice choice, provided, however, that no such repurchase transaction shall relieve Buyer of its obligations set forth herein with Seller’s prior written consentrespect to the Purchased Assets and any Income thereon, including, but not limited to, the redelivery of the Purchased Assets to be unreasonably withheld or delayedthe Seller on the Repurchase Date unless an Event of Default has occurred and is continuing (subject to the terms and provisions of this Agreement). Unless an Event of Default shall have occurred, no such transaction shall relieve Buyer of its obligations to transfer Purchased Assets or Repurchase Assets to Seller pursuant to Section 4 hereof, or of Buyer’s obligation to credit or pay Income to, or apply Income to the obligations of, Seller pursuant to Section 7 hereof. In the event Buyer engages in a repurchase transaction with any of the Purchased Assets or its interests in the Contributed Repurchase Assets or otherwise pledges or hypothecates any of the Purchased Assets or its interests in the Contributed Repurchase Assets, Buyer shall have the right to assign to Buyer’s counterparty any of the applicable representations or warranties herein and the remedies for breach thereof, as they relate to the Purchased Assets or its interests in the Contributed Repurchase Assets that are subject to such repurchase transaction.