Common use of The Sold Interest Clause in Contracts

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Termination Date, request that the Conduit Purchasers (or, only if a Conduit Purchaser denies such request or is unable to fund, ratably request that the Related Bank Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request, subject to the terms and conditions of this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a “Purchase”) shall be made by each relevant Purchaser remitting funds to the Seller, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables and related Collections (its “Purchase Interest”) shall equal at any time the following quotient: ER where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant, except for redeterminations to reflect Investment acquired from or transferred to a Purchaser under Article II or pursuant to a Transfer Agreement. The sum of all Purchasers’ Purchase Interests at any time is referred to herein as the “Sold Interest”, which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables and Collections.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Termination Date, request that the Conduit Purchasers (or, only if a Conduit Purchaser denies such request or is unable to fund, ratably request that the Related Bank Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its rightthe Receivables, title and interest in the Receivables all related Collections and all related Collectionsproceeds of the foregoing. Upon any such request, subject to the terms and conditions of this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may bePurchasers. Any such purchase (a “Purchase”) shall be made by each relevant Purchaser remitting funds to the SellerAgent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables and the related Collections and proceeds (its “Purchase Interest”) shall equal at any time the following quotient: ER NRB where: I = the outstanding Investment of such Purchaser at such time; ER PR = the Eligible Receivables Balance Purchaser Reserve for such Purchaser at such time; and PRP NRB = the Purchaser Reserve Percentage Net Receivables Balance at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Net Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant, except for redeterminations to reflect Investment acquired from or transferred to a Purchaser under Article II or pursuant to a Transfer Agreementconstant until fully paid. The sum of all Purchasers’ Purchase Interests at any time is referred to herein as the “Sold Interest”, which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables and Collectionsthe related Collections and proceeds. The parties hereto acknowledge and agree that, immediately prior to the effectiveness of this Agreement, LaSalle held a Purchase Interest with an Investment of $17,346,265.87 under the Original Receivables Sale Agreement (the “Original Interest”). The Original Interest shall remain outstanding as hereunder, and nothing in this Agreement shall be deemed to release any ownership of security interest in favor of the Agent or the Purchasers in respect thereof. Immediately prior to the effectiveness of this Agreement, the Seller shall pay, or cause to be paid, to the Agent all amounts accrued and unpaid under the Original Receivables Sale Agreement (other than the principal of the Original Interest). Concurrently with the effectiveness of this Agreement, LaSalle shall assign to each Purchaser other than itself, and such Purchaser shall acquire from LaSalle, such Purchaser’s Ratable Share of the Original Interest for a purchase price equal to such Ratable Share times the outstanding principal of the Original Interest. Such Purchaser shall pay such purchase price to the Agent in immediately available funds no later than 1 p.m., Chicago time, on the Restatement Date. Upon the Agent’s receipt of such purchase price, such Purchaser shall have an Investment hereunder equal to the amount of such purchase price. Such Investment may be increased by any Incremental Purchase hereunder and in accordance with the terms hereof, including on the Restatement Date.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, request that the Conduit Purchasers (sell to Windmill or, only if a Conduit Purchaser denies such request or is unable Windmill declines to fundmake the applicable purchase, ratably request that to the Related Bank Committed Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request(who hereby agree, subject to the terms and conditions of this Agreement, the Conduit Purchasers mayhereof, in their sole discretion, purchase such interest, or, if any event to make such Conduit Purchaser decides not to purchase such interestpurchase) an undivided percentage ownership interest in the Receivables, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may beSecurity and all related Collections. Any such purchase (a “"Purchase”") shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables Receivables, the Related Security and related Collections (its “"Purchase Interest”") shall equal at any time the sum of the following quotientpercentages: I + PRP ----------- ER where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s 's Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constantconstant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Period, except for redeterminations to reflect Investment acquired from or transferred to a another Purchaser under Article II or pursuant to a the Transfer Agreement. The sum of all Purchasers’ ' Purchase Interests at any time is referred to herein as the “"Sold Interest”", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables Receivables, the Related Security and Collections.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Termination Maturity Date, request that sell to the Conduit Purchasers (or, only if a the Conduit Purchaser denies such request or is unable declines to fundmake the applicable purchase, ratably request that to the Related Bank Committed Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its rightthe Receivables, title and interest in the Receivables Related Security and all related Collections. Upon any such request, subject to the terms and conditions of this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a “Purchase”) shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables Receivables, the Related Security and related Collections (its “Purchase Interest”) shall equal equals at any time the sum of the following quotientpercentages: ER I+PRP — NR where: I = the outstanding Investment of such Purchaser at such time; ER NR = the Eligible Net Receivables Balance at such timetime plus any Collections on Eligible Receivables that have not yet been applied to reduce Investment pursuant to Section 2.3; and PRP = the Purchaser Reserve Percentage of such Purchaser at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constantconstant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Period, except for redeterminations to reflect Investment acquired from or transferred to a another Purchaser hereunder or under Article II or pursuant to a the Transfer Agreement. The sum of all Purchasers’ Purchase Interests at any time is referred to herein as the “Sold Interest”, ,” which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables Receivables, the Related Security and Collections.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Liquidity Termination Date, request that the Conduit Purchasers (sell to Windmill or, only if a Conduit Purchaser denies such request or is unable Windmill declines to fundmake the applicable purchase, ratably request that to the Related Bank Committed Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request(who hereby agree, subject to the terms and conditions of this Agreement, the Conduit Purchasers mayhereof, in their sole discretion, purchase such interest, or, if any event to make such Conduit Purchaser decides not to purchase such interestpurchase) an undivided percentage ownership interest in the Receivables, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may beSecurity and all related Collections. Any such purchase (a “Purchase”) shall be made by each relevant Purchaser remitting funds to the Seller, through the Agent, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables Receivables, the Related Security and related Collections (its “Purchase Interest”) shall equal at any time the sum of the following quotientpercentages: ER where: I = the outstanding Investment of such Purchaser at such time; ER NR = the Eligible Net Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constantconstant at the percentage in effect as of the day immediately preceding the commencement of the relevant Liquidation Period, except for redeterminations to reflect Investment acquired from or transferred to a another Purchaser under Article II or pursuant to a the Transfer Agreement. The sum of all Purchasers’ Purchase Interests at any time is referred to herein as the “Sold Interest”, which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables Receivables, the Related Security and Collections.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Termination Date, request that the Conduit Purchasers (or, only if a Conduit Purchaser denies such request or is unable to fund, ratably request that the Related Bank Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its rightthe Receivables, title and interest in the Receivables Related Security and all related Collections. Upon any such request, subject to the terms and conditions of this Agreement, the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a “"Purchase”") shall be made by each relevant Purchaser remitting funds to the Seller, Seller pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables Receivables, the Related Security and related Collections (its “"Purchase Interest”") shall equal at any time the following quotient: ER I + PRP NRB where: I = the outstanding Investment of such Purchaser at such time; ER NRB = the Eligible Net Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s 's Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Net Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant, except for redeterminations to reflect Investment acquired from or transferred to a Purchaser under Article II or pursuant to a Transfer Agreement. The sum of all Purchasers’ ' Purchase Interests at any time is referred to herein as the “"Sold Interest”", which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables Receivables, the Related Security and Collections.

The Sold Interest. Subject to the terms and conditions hereof, the Seller may, from time to time before the Termination Date, request that the Conduit Purchasers (or, only if (i) a Conduit Purchaser denies such request or is unable to fundfund or (ii) a Purchaser Group does not include a Conduit Purchaser, ratably request that the Related Bank Purchasers for such Conduit Purchaser) make purchases of an undivided percentage ownership interest in its right, title and interest in the Receivables and all related Collections. Upon any such request, subject to the terms and conditions of this Agreement, (i) the Conduit Purchasers may, in their sole discretion, purchase such interest, or, if any such Conduit Purchaser decides not to purchase such interest, the Related Bank Purchasers for such Conduit Purchaser shall purchase such interest and (ii) the Related Bank Purchasers for any Purchaser Group that does not include a Conduit Purchaser shall purchase such interest. Such interest shall be transferred to the Agent, on behalf of each Purchaser Agent as representative of the applicable Conduit Purchaser or Related Bank Purchaser, as the case may be. Any such purchase (a “Purchase”) shall be made by each relevant Purchaser remitting funds to the Seller, pursuant to Section 1.1(c) or by the Collection Agent remitting Collections to the Seller pursuant to Section 1.1(d). The aggregate percentage ownership interest so acquired by a Purchaser in the Receivables and related Collections (its “Purchase Interest”) shall equal at any time the following quotient: I ER + PRP where: I = the outstanding Investment of such Purchaser at such time; ER = the Eligible Receivables Balance at such time; and PRP = the Purchaser Reserve Percentage at such time. Except during a Liquidation Period for a Purchaser, such Purchaser’s Purchase Interest will change whenever its Investment, its Purchaser Reserve Percentage or the Eligible Receivables Balance changes. During a Liquidation Period for a Purchaser its Purchase Interest shall remain constant, except for redeterminations to reflect Investment acquired from or transferred to a Purchaser under Article II or pursuant to a Transfer Agreement. The sum of all Purchasers’ Purchase Interests at any time is referred to herein as the “Sold Interest”, which at any time is the aggregate percentage ownership interest then held by the Purchasers in the Receivables and Collections.