Common use of Request for Transaction Clause in Contracts

Request for Transaction. Seller shall request a Transaction by delivering to Buyer a Transaction Request and Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to the requested Purchase Date; provided, that, Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 7, Xxxxx may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J or in such other form as may be approved by Buyer, in its sole discretion, (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.

Request for Transaction. Seller shall request may initiate a Transaction with respect to an Asset by delivering an electronic request (a “Prefunding Request”) to Disbursement Agent, Calculation Agent and Buyer a Transaction Request and Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 p.m. [***] (New York City time) two (2) the Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) Day prior to the requested Purchase Date; provided, thatwhich Prefunding Request shall specify the Prefunded Amount that Seller requests Buyer to remit to the Disbursement Account, and Buyer shall make commercially reasonable efforts to remit the Prefunded Amount to the Disbursement Account by [***] (New York City time) on the Purchase Date., Seller shall submit formally request to enter into a Transaction with respect to an Asset by delivering to Buyer, Calculation Agent and Disbursement Agent a Transaction Request for each Asset no more later than two (2i) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two [***] (2New York City time) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretionon the requested Purchase Date. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or otherwise in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J hereunder or in such other form as may be approved by Buyer, in its sole discretion, good faith discretion (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction Transaction, except to the extent that such representations and warranties expressly relate to an earlier specified date or period, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date, and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller or Guarantor has occurred and is continuing.

Request for Transaction. Seller shall request a Transaction by delivering to Buyer Buyer, electronically or in writing, an Asset Data Record for each Asset (other than Wet Mortgage Loans) intended to be the subject of the Transaction no later than (i) 10:00 a.m. (New York City time) for Mortgage Loans to be purchased on such Business Day and (ii) 3:00 p.m. (New York time) one (1) Business Day prior to the requested Purchase Date for Mortgage Loans to be purchased on the next Business Day. If Seller intends to request a Transaction Request and or series of Transactions with an Aggregate Purchase Price equal to or greater than ten million ($10,000,000) dollars, Seller shall provide Buyer not fewer than one (1) Business Day prior written notice thereof. With respect to Transactions the subject of which are Wet Mortgage Loans, Seller shall request a Transaction by delivering to Buyer, electronically or in writing, an Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing Transaction no later than 5:00 4:00 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to on the requested Purchase Date; provided, that, Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J Agreement or in such other form as may be approved by Buyer, in its sole discretion, (i) such Transaction Request shall be deemed to be, ’s then current policies and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuingprocedures.

Request for Transaction. Seller shall request a Transaction by delivering to Buyer a Transaction Request and and, electronically or in writing, an Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing Transaction no later than 5:00 4:30 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to on the requested Purchase Date; provided, that, Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted AmountSeller. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, Buyer may confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this AgreementAgreement or, subject to Section 3.1, Buyer’s then current policies and procedures. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J L or in such other form as may be approved by Buyer, in its sole discretion, (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.

Request for Transaction. Seller shall request a Transaction by delivering to Buyer Administrative Agent, on behalf of Buyers, a Transaction Request and Asset Data Record for each Asset intended to be the subject of the TransactionTransaction during the regular business hours of Administrative Agent, in each case, electronically or in writing no later than 5:00 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be otherwise approved by Buyer Administrative Agent in its sole and absolute discretion) discretion from time to time, on ​ ​ ​ the Business Day prior to the requested Purchase Date; provided. Administrative Agent and, thatexcept to the extent set forth in Section 3.4(e), Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion. Buyer Buyers shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted AmountSeller. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx mayAdministrative Agent, for any Transaction with respect to the Uncommitted Amount and shallon behalf of Buyers, for any Transaction with respect to the Committed Amount, may confirm to Seller the terms of Transactions electronically or in writing. Buyer Administrative Agent, on behalf of Buyers, reserves the right to reject any Transaction Request that Buyer Administrative Agent determines fails to comply with the terms and conditions of this AgreementAgreement or, subject to Section 3.1, Administrative Agent’s and/or Buyer’s then current policies and procedures. By submitting a Transaction Request hereunder, whether containing the information set forth hereunder in Exhibit J or in such other a form as may be approved by BuyerAdministrative Agent, on behalf of Buyers, in its sole discretion, (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer Administrative Agent, on behalf of Buyers, by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.. ​

Request for Transaction. Seller shall request a Transaction by delivering to Buyer and Disbursement Agent a Transaction Request and Request, and, to Buyer, electronically or in writing, an Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 (i) 2:00 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to on the requested Purchase Date; providedDate with respect to Dry Mortgage Loans, that, Seller shall submit no more than two or (2ii) Transaction Requests per week 4:00 p.m. (New York City time) on the requested Purchase Date with respect to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretionWet Mortgage Loans. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted AmountSeller. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed AmountTransaction, confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J or in such other form as may be approved by Buyer, in its sole discretion, hereunder (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction Transaction, except to the extent that such representations and warranties expressly relate to an earlier specified date or period, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date, and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.

Request for Transaction. Seller shall request may initiate a Transaction with respect to an Asset by delivering an electronic request (a “Prefunding Request”) to Disbursement Agent, Calculation Agent and Buyer a Transaction Request and Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 p.m. [***] (New York City time) two (2) the Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) Day prior to the requested Purchase Date; provided, thatwhich Prefunding Request shall specify the Prefunded Amount that Seller requests Buyer to remit to the Disbursement Account, Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under make commercially reasonable efforts to remit the Prefunded Amount to the Disbursement Account by [***] (New York City time) on the Purchase Date. Seller shall formally request to enter into a Transaction with respect to an Asset by delivering to Buyer, Calculation Agent and Disbursement Agent a Transaction Request for each Asset no obligation to process and respond to more later than two (2i) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion[***] (New York City time) on the requested Purchase Date. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or otherwise in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J hereunder or in such other form as may be approved by Buyer, in its sole discretion, good faith discretion (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction Transaction, except to the extent that such representations and warranties expressly relate to an earlier specified date or period, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date, and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller or Guarantor has occurred and is continuing.

Request for Transaction. Seller shall request a Transaction by delivering to Buyer a Transaction Request and Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 p.m. (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to the requested Purchase Date; provided, that, Seller shall submit no more than two (2) Transaction Requests per week to Buyer and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretion. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 7, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J or in such other form as may be approved by Buyer, in its sole discretion, (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.

Request for Transaction. Seller shall request a Transaction by delivering to Buyer and Disbursement Agent a Transaction Request and Asset Data Record for each Asset intended to be the subject of the Transaction, in each case, electronically or in writing no later than 5:00 p.m. [***] (New York City time) two (2) Business Days (or such other shorter timeframe as may be approved by Buyer in its sole and absolute discretion) prior to on the requested Purchase Date; provided, that, Seller shall submit no more than two (2) Transaction Requests per week Date with respect to Buyer both Dry Mortgage Loans and Buyer shall be under no obligation to process and respond to more than two (2) Transaction Requests per week unless otherwise agreed to by Buyer in its sole and absolute discretionWet Mortgage Loans. Buyer shall be under no obligation to enter into any Transaction or Transactions requested by Seller if the Purchase Price relates to the Uncommitted Amount. Assuming the satisfaction of all conditions precedent set forth in Article 77 and as otherwise set forth in this Agreement, Xxxxx Buyer may, for any Transaction with respect to the Uncommitted Amount and shall, for any Transaction with respect to the Committed Amount, confirm to Seller the terms of Transactions electronically or in writing. Buyer reserves the right to reject any Transaction Request that Buyer determines fails to comply with the terms and conditions of this Agreement. By submitting a Transaction Request hereunder, whether containing the information set forth in Exhibit J or in such other form as may be approved by Buyer, in its sole discretion, hereunder (i) such Transaction Request shall be deemed to be, and Seller acknowledges and agrees that such Transaction Request shall constitute, notification to Buyer by Seller that Seller wishes to enter into a Transaction under this Agreement and (ii) Seller shall be deemed to have represented and warranted that (a) as of the applicable Purchase Date, all conditions precedent to a Transaction as set forth in Section 7.1 and Section 7.2 of this Agreement have been satisfied, (b) the representations and warranties of Seller set forth in Article 8 of this Agreement are true and correct in all material respects as if made on and as of the date of the applicable Transaction Transaction, except to the extent that such representations and warranties expressly relate to an earlier specified date or period, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date, and (c) no Potential Default, Event of Early Termination, Event of Default or Material Adverse Effect with respect to Seller has occurred and is continuing.