The Purchases Sample Clauses

The Purchases. (a) On the terms and subject to the conditions hereof, the Seller hereby agrees to sell and assign and hereby sells, assigns and transfers to each Purchaser, and each Purchaser hereby agrees to purchase and accept and hereby purchases and accepts from the Seller, a pro rata share (calculated as such Purchaser’s Invested Amount as a percentage of the Aggregate Invested Amount) in all Portfolio Receivables, together with all Related Security and Collections and all proceeds of or payments in respect of any and all of the foregoing, in each case existing on the date of the initial Incremental Investment hereunder or thereafter arising and acquired by the Seller from time to time prior to the Facility Termination Date (in the aggregate, the “Portfolio”). For administrative convenience, the Purchasers have appointed the Administrative Agent pursuant to Section 8 to take actions hereunder and under the other Transaction Documents with respect to the Portfolio on behalf of the Purchasers in each Purchaser Group in accordance with the respective portions of the Portfolio funded by that Purchaser Group from time to time. For the avoidance of doubt, the Administrative Agent shall have no right, title or interest in the Portfolio but shall act as an agent on behalf of the Purchasers with respect to the Portfolio for the benefit of each individual Purchaser in accordance to such Purchaser’s pro rata share, calculated as such Purchaser’s Invested Amount as a percentage of the Aggregate Invested Amount. (b) On the terms and subject to the conditions hereof (including Section 3 (Conditions of Purchases)), on the Initial Purchase Date and thereafter from time to time prior to the Facility Termination Date, each Conduit Purchaser may in its sole discretion and each Committed Purchaser shall, if the Conduit 949049213.2 Purchaser in its related Purchaser Group elects not to do so, make Incremental Investments in the Portfolio to purchase Receivables and all Related Security and Collections, in an amount in any Approved Currency specified by the Seller (or the Master Servicer on behalf of the Seller) in accordance with Section 2.2(a), for each Purchaser Group, equal to its Purchaser Group Percentage of each Incremental Investment requested by the Seller pursuant to Section 2.2 (Purchase procedures); provided that, after giving effect to such Incremental Investments: (i) the aggregate Invested Amount for any Purchaser Group shall not exceed its Purchaser Group Limit; and (ii) ...

The Purchases. (a) Subject to the conditions described in Section 2.1, the initial Purchase shall be made in accordance with the procedures described in Section 2.2(b). After the date of the initial Purchase, until the occurrence of the Termination Date, the CP Purchasers and the Liquidity Purchasers shall make subsequent Purchases in accordance with the provisions of the Indenture, but subject to the provisions of Section 2.1 (b) and Section 2.2 hereof. (b) Each Purchase shall be made at least two Business Days after receipt by the Purchaser of a written Funding Notice substantially in the form of Exhibit A hereto delivered by the Issuer to each Deal Agent. Each Funding Notice must be received by the Deal Agents no later than 3:00 p.m. on a Business Day. If any Funding Notice is received by a Deal Agent after 3:00 p.m. on a Business Day or on a day that is not a Business Day, such Funding Notice shall be deemed to be received by such Deal Agent at 9:00 a.m. on the next following Business Day. Each such notice shall specify the amount by which the principal of the Note is to increase on such Purchase Date. The Issuer shall deliver no more than one such notice to each Deal Agent in any calendar month, and each amount specified in any such notice must be in an aggregate amount for all Purchasers at least equal to (i) $5,000,000 in the case of the initial Purchase and (ii) $500,000 in the case of any subsequent Purchase, and integral multiples of $1,000 in excess thereof provided, however, that such Advance shall not (x) exceed the product of (A) 100% minus the Minimum Subordination Percentage and (B) the aggregate Principal Balance of the Eligible Loans being transferred to the Issuer in connection with such Advance and (y) cause the Outstanding Amount of the Notes to exceed the lesser of (i) the Borrowing Base or (ii) the Purchase Limit. Following receipt of such notice, each Deal Agent shall determine whether or not its related CP Purchaser shall make the Purchase. If a CP Purchaser declines to make the Purchase, such Purchase will be made by the related Liquidity Purchaser. On the date of such Purchase, each CP Purchaser or each Liquidity Purchaser shall, upon satisfaction of the applicable conditions set forth in Article III, make available to the Issuer, in same day funds, in the Funding Account, an amount equal to such CP Purchaser's or such Liquidity Purchaser's ratable share of the Purchase.

The Purchases. From time to time during the Effective Period, the Seller may request that the Purchaser purchase from the Seller Eligible Receivables, together with the Related Assets with respect thereto, by delivery to the Purchaser of a properly completed Purchase Request. The Purchaser shall advise the Seller within five Business Days whether it wishes in its sole discretion to buy all of such Eligible Receivables, together with the Related Assets, on the terms set forth in such Purchase Request. This Agreement and the Purchase Requests shall evidence the terms and understanding of the parties with respect to any such purchase of Eligible Receivables, together with the Related Assets. All income, gains, profits, and losses with respect to each Eligible Receivable purchased hereunder shall be the property of the Purchaser.

The Purchases. Upon the terms and subject to the conditions set forth in this Agreement, at the Initial Closing and the Subsequent Closing, WallerSutton shall purchase from the Company, and the Company shall sell to WallerSutton, the number of shares of Series A Preferred Stock and Warrants set forth opposite its name on Exhibit B-1 (the “Initial Purchase”) and Exhibit B-2 (the “Subsequent Purchase”), respectively (collectively, the “Purchases”), at the purchase price set forth opposite WallerSutton’s name on each exhibit. The aggregate purchase price to be paid by WallerSutton, based on $.536 per share of Series A Preferred Stock, for the Series A Preferred Stock and Warrants purchased by it hereunder is set forth on Exhibit B-1 and B-2, as the case may be, as “Total Purchase Price” (collectively, the “Purchase Price”). No further payment shall be required from WallerSutton in connection with the Purchases.

The Purchases. MBFG agrees, on the terms and conditions hereinafter set forth, to purchase from Seller, from time to time until the Purchase Termination Date, Eligible Receivables.

The Purchases. (a) Each Originator does hereby sell, transfer, assign, and otherwise convey to the Purchaser, without recourse, all of its right, title and interest in, to and under (collectively, the "PURCHASES"): (i) all right, title and interest of such Originator in and to the Receivables existing on the Cut-Off Date for such Originator and thereafter created and arising in connection with the Accounts and any accounts that meet the definition of Automatic Additional Accounts, including, without limitation, all accounts, contract rights, chattel paper, instruments, general intangibles and other obligations of any Obligor with respect to any such Receivables, then or thereafter existing, whether or not arising out of or in connection with the sale or lease of goods or the rendering of services, including without limitation, the right to payment of any interest, Finance Charge Receivables, returned check fees or late charges and other obligations of an Obligor with respect to any such Receivables, and all rights in and to all security agreements, and other contracts securing or otherwise relating to any such accounts, contract rights, chattel paper, instruments, general intangibles or obligations (any and all such security agreements and other contracts being the "RELATED CONTRACTS"); (ii) all guarantees, insurance and other agreements or arrangements of whatever character from time to time supporting or securing payment of any Receivables; (iii) all payment and enforcement rights (but not any obligations) to, in and under the Related Contracts; (iv) the following: (A) any lock box account relating to the Receivables (the "LOCK BOXES") and all funds, and all certificates and instruments, if any, from time to time representing or evidencing or held in the Lock Boxes (the "ACCOUNT PROPERTY"); (B) all notes, certificates of deposit and other instruments from time to time hereafter delivered to or otherwise possessed by an Originator for and on behalf of the Purchaser in substitution for or in addition to any of the then existing Account Property; and (C) all interest, dividends, cash, instruments and other property from time to time received, receivable or otherwise distributed in respect of or in exchange for any and all of the existing Account Property; (v) proceeds of any and all of the Purchases described in subparagraphs (i) through (iv) above (including, without limitation, Recoveries and proceeds that constitute property of the types described in clauses (i) throug...

The Purchases. Upon the terms and subject to the conditions set forth in this Agreement, at the Initial Closing and the Subsequent Closing, the Pequot Entities shall purchase from the Company, and the Company shall sell to the Pequot Entities, the number of shares of Series D Preferred Stock and Warrants set forth opposite such entity's name on Exhibit B- I (the "Initial Purchase") and Exhibit B-2 (the "Subsequent Purchase"), respectively (collectively, the "Purchases"), at the purchase price set forth opposite such entity's name on each exhibit. The aggregate purchase price to be paid by the Pequot Entities for the Series D Preferred Stock and Warrants purchased by them hereunder is set forth on Exhibit B-1 and B-2, as the case may be, as "Total Purchase Price" (collectively, the "Purchase Price").

The Purchases. The Purchases. () Each Originator hereby transfers, assigns, and otherwise conveys to the Purchaser without recourse, all of its right, title and interest in and to (i) the Receivables identified on the Receivable Schedule delivered to the Purchaser on the Initial Closing Date, (ii) all monies due or to become due with respect to such Receivables, including all monies received from insurance companies and state insurance guaranty funds representing returns of Unearned Premiums and other charges due on such Receivables, and, (iii) all proceeds of all of the foregoing (the property described in clauses (i) - (iii) above being, the "Conveyed Property").

The Purchases. LWK shall sell its 1% general partner interest and BMHC shall purchase the general partner interest. LWK shall sell its 49% limited partner interest and L&H shall sell its 1% limited partner interest and Framing shall purchase the collective 50% limited partner interests. As a result, BMHC will hold a 1% general partner interest and Framing will hold a 99% limited partner interest in the Partnership upon consummation of the purchases.

The Purchases. (a) On each Purchase Date, subject to satisfaction of the applicable conditions set forth in Exhibit II hereto, the Purchaser shall make available to the Provider in same day funds, at the Provider Account, an amount equal to the Initial Disbursement of the Purchased Batch. The Initial Disbursement for such Purchased Batch plus the Residual Amounts (representing the deferred purchase price with respect thereto) payable on the dates set forth in Section 1.04(c), shall constitute the "Purchase Price" with respect to such Purchased Batch. Reference is made to Exhibit XIII hereto for a numerical example (for illustrative purposes only) of the manner of calculation of the Initial Disbursement and the Residual Amounts for a Purchased Batch. (b) Effective on each Purchase Date, in consideration of payment of the Purchase Price, the Provider hereby sells and assigns to the Purchaser, as absolute owner, the Purchased Batch purchased on such Purchase Date.