Common use of Voluntary Overcollateralization Clause in Contracts

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable; or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets withdrawn, removed, transferred or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Loan Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable; or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets withdrawn, removed, transferred or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time:: MT DOCS 14908732v9 (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove remove, Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Loan Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable); or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets transferred, withdrawn, removed, transferred removed or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany LoanLoan or, to the extent not already satisfied, the funding of the Yield Supplement Fund as required pursuant to the terms of this Agreement; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove remove, Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Loan Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable); or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets transferred, withdrawn, removed, transferred removed or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or and the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove remove, Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Loan Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable); or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets transferred, withdrawn, removed, transferred removed or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or and the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove remove, Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Balance Latest Valuation thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable); or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets transferred, withdrawn, removed, transferred removed or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect be materially prejudicial to the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.

Voluntary Overcollateralization. From time to time, the Partnership may hold Loans and Related Security, Substitute Assets and cash with a value in excess of the value required to satisfy the coverage tests prescribed by this Agreement, the other Transaction Documents and the CMHC Guide, including the Asset Coverage Test and/or the Amortization Test, as applicable. Such excess collateral, excluding, for certainty, any Contingent Collateral, is the “Voluntary Overcollateralization”. Provided that the Partnership is in compliance with this Agreement, the other Transaction Documents, the Asset Coverage Test and/or the Amortization Test, as applicable, and the CMHC Guide, the Partnership may from time to time: (a) apply cash (in an amount up to the Voluntary Overcollateralization) to the repayment of any loan advanced by the Issuer, including the Intercompany Loan; (b) distribute cash (in an amount up to the Voluntary Overcollateralization) to the Partners; (c) (i) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable, transfer, or (ii) agree with the Seller to withdraw or remove remove, Loans and Related Security and Substitute Assets (with an aggregate value, in the case of Loans and Related Security, equal to the LTV Adjusted True Balance thereof, and in the case of Substitute Assets, equal to the face value thereof, up to the Voluntary Overcollateralization) subject to the rights of pre-emption enjoyed by the Seller pursuant to the terms of the Mortgage Sale Agreement and the Security Sharing Agreement, as applicable); or (d) agree with the Seller to substitute assets owned by the Partnership with other Loans and Related Security and/or Substitute Assets that in each case comply with the terms of the Transaction Documents, the CMHC Guide and the Covered Bond Legislative Framework. Any Loans and Related Security and/or Substitute Assets transferred, withdrawn, removed, transferred removed or substituted in accordance with this Section 7.5 will be selected in a manner that would not reasonably be expected to adversely affect the interests of the Covered Bondholders and the consideration received by the Guarantor therefor (whether in cash or in kind) will, unless otherwise prescribed by the terms of the Transaction Documents, not be less than the fair market value thereof.