Common use of Clean Up Call Clause in Contracts

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.03, the Seller shall have the right (after providing written notice to the Co-Agents in accordance with the Required Notice Period), at any time following the reduction of the Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agents.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the AgentsAgent, except that the Agent and the Purchasers shall represent and warrant that the Purchasers Interests are free and clear of any Adverse Claim created by any of them.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the AgentsAgent, other than as to the non-creation of any Adverse Claim on such Purchaser Interests by the Purchasers and the Agent.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3 and Section 1.5, the Seller shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the AgentsAgent.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0or equal to 100.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the AgentsAgent.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written ----------- notice to the Co-Managing Agents in accordance with the Required Notice Period), at any time following the reduction of the Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the AgentsCollateral Agent.

Clean Up Call. In addition to the Seller's rights pursuant ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to ----------- the Co-Managing Agents in accordance with the Required Notice Period), at any time following the reduction of the Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the AgentsCollateral Agent.

Clean Up Call. In addition to the Seller's ’s rights ------------- pursuant to Section 2.031.3, the Seller Master Servicer shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0% of the original Purchase LimitLimit on the date of this Agreement, to repurchase purchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Funding Agent or the AgentsAgent.

Clean Up Call. In addition to the Seller's ’s rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.020.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or any Agent except for a representation and warranty that the Agentsreconveyance to Seller is being made free and clear of any Adverse Claim created by any Agent or any Purchaser.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller Servicer shall have the right (after providing written notice to the Co-Agents Agent and Scotia in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0% of the original Purchase Limitmaximum amount drawn, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the AgentsAgent.

Clean Up Call. In addition to the Seller's rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0or equal to 100.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agents.Agent. ARTICLE III

Clean Up Call. In addition to the Seller's ’s rights ------------- pursuant to Section 2.031.3, the Seller shall have the right (after providing written notice to the Co-Agents Agent and each Purchaser Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 10.0% of the original Purchase Limit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Receivable Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser, any Purchaser Agent or the AgentsAgent.