Confirmation Process. If the applicable Funding Conditions for a proposed Transaction are satisfied or waived as of the applicable Purchase Date and Agent has received all Funding Amounts (if any) due from the Buyers on such Purchase Date pursuant to Section 4.2(a) (other than any Funding Amount (or portion thereof) that any Defaulting Buyer fails to fund and in respect of which any necessary adjustments have been made pursuant to Section 4.5(a)), then Agent shall enter into the proposed Transaction with Seller on behalf of each Participating Buyer on the terms set forth in the form of Confirmation delivered pursuant to Section 4.1(c) (as may be modified in accordance with the provisions of this Article IV) by delivering to Seller on such Purchase Date a final and fully-executed Confirmation evidencing such Transaction in accordance with the Master Repurchase Agreement whereupon, in accordance with terms of the Master Repurchase Agreement and such Confirmation, Seller will sell and assign, and Participating Buyers will purchase, the Transaction Portfolio for such Transaction, with each Participating Buyer receiving a fractional undivided interest in such Transaction Portfolio in accordance with its respective Individual Funded Percentage as of the time of such purchase (after giving effect to the funding of any applicable Funding Amounts, the payment of any Funded Purchase Price and Funded Repurchase Price and the allocation of any applicable Distribution Amounts). The entry into such Transaction and payment of such Funded Purchase Price (if any) shall, subject to satisfaction of the applicable Funding Conditions, occur at or before 2:00 p.m. on the applicable Purchase Date (or such later time on such Purchase Date as may be reasonably necessary for Agent to confirm receipt of any required Funding Amounts).
Appears in 2 contracts
Sources: Master Framework Agreement (Scotts Miracle-Gro Co), Master Framework Agreement (Scotts Miracle-Gro Co)