Common use of Event of Termination Clause in Contracts

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): (i) Any event having a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request; (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, the “Early Termination Date”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): (i) Any event having a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request;; and (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, the “Early Termination Date”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.

Event of Termination. (a) Each A. Upon the occurrence of the following events shall constitute an Event of Termination (as herein defined), the provisions of this section shall apply. As used in this Agreement, an “Event of Termination’’ shall mean and include any one or more of the following: 1. the involuntary termination by the Employer of Executive’s full-time employment hereunder for any reason other than a Termination for Cause, as defined in Section 11 hereof, or a termination for Death or Disability as set forth in Section 10 hereof; 2. Executive’s resignation from the Employer’s employ upon any of the following events (which shall be treated as termination of employment for “Good Reason”):), unless consented to by Executive: (i) Any event having failure to appoint Executive as a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition Vice President of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregateTEA; (ii) Buyer shall reasonably requesta material reduction in the compensation, specifying benefits and perquisites, including Base Salary, paid/provided to Executive from those being paid/provided in the reasons Agreement as of the Effective Date (except for such request, reasonable information, and/or written responses any reduction that is part of a reduction in pay or benefits that is generally applicable to such requests, regarding the financial well being executives or employees of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such requestTEA); (iii) Sellera relocation by Employer of Executive’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Daysprincipal workplace greater than 50 miles from its then current location, without the consent of Executive; andor (iv) Seller a material breach of this Agreement by the Employer.  Notwithstanding the foregoing, Good Reason will be considered to exist only if (1) the Executive provides written notice to the Employer within 90 days after the event giving rise to Good Reason under this Section 8(A)(2); (2) if the event or condition can be remedied, the Employer fails to remedy the event or condition within 30 days of receiving written notice from the Executive of the existence of the event or condition; and (3) the Executive resigns from employment with the Employer within 60 days of the earlier of (a) the expiration of the 30-day cure period under (2), or (b) the Executive’s receipt of written notice from the Employer that it cannot, does not intend to, cure the event or condition under this Section 8(A)(2). D. Within 60 days following the occurrence of an Event of Termination, the Employer shall fail pay Executive, as severance pay or liquidated damages, or both, a lump sum cash amount equal to the sum of the (x) Base Salary that would be paid to Executive for the remainder of the Employment Period, and (y) the annual incentive bonus paid to Executive during the calendar year preceding the Event of Termination (or, in the case of an Event of Termination occurring during 2018, ($11,625), divided by twelve and then multiplied the number of full months remaining in the Employment Period; provided, however, that such payment is conditioned upon the Executive signing a general release acceptable to the Employer, in substantially the form set forth as Appendix A to this Agreement (the “Release”). The Release must be executed and become 4 irrevocable by the 60th day following the Event of Termination, provided that if the 60-day period spans two (2) calendar years, then, to the extent necessary to comply with Code Section 409A, the requirements payments described in this Section 4(b) will be paid, or commence, in the second calendar year. Upon an Event of Section 13(s) hereofTermination, the Executive shall have such rights as specified in any other employee benefit plans or programs maintained by the Employer, as may be in effect from time to time. (b) E. Upon the occurrence of an Event of Termination, Buyer shall have the right Employer will continue to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice provide, under the same terms as is in effect upon the Event of Termination”), life insurance and non-taxable medical and health insurance coverage substantially comparable, as reasonably or customarily available, to the coverage maintained by the Employer for Executive prior to his termination, except to the extent such coverage may be changed in which event its application to all Employer employees. Such coverage shall cease upon the expiration of the Employment Period. If either (i) Buyerthe Employer cannot provide Executive or Executive’s obligation dependents any continued health insurance or other welfare benefits as required by this Agreement because Executive is no longer an employee, applicable rules and regulations prohibit such benefits or the payment of such benefits in the manner contemplated, or it would subject the Employer to enter into new Transactions hereunder shall immediately terminatepenalties, or (ii) the aggregate outstanding Repurchase Price value of any reimbursements under medical and health plan would result in a taxable benefit to the Executive under Code Section 105(h) or any successor or similar provision under the Code, then the Employer shall pay Executive or Executive’s beneficiary or estate in the event of death a cash lump sum payment equal to (i) the reasonably estimated monthly cost (to Employer) of the life, medical and health insurance coverage maintained by the Employer for all Transactions hereunder and all other Obligations Executive immediately prior to Executive’s date of termination, times (ii) the number of whole months remaining in the Employment Period, provided such payment is exempt from Code Section 409A or complies with the requirements of Treasury Regulation Section 1.409A-3(j)(4). Such cash payment shall be due and payable (A) on made in a lump sum within 60 days after the date that is sixty (60) days following delivery later of such Notice of Termination to Seller or, (B) with respect to the Executive’s Event of Termination or the effective date of the rules or regulations prohibiting such benefits or subjecting the Employer to penalties. Notwithstanding the foregoing, if such cash payment would violate the requirements of Treasury Regulation Section 1.409A-3(j), the Executive’s cash payment in lieu of the continued health insurance or welfare benefits as required by this Agreement shall be payable at the same time the related premium payments would have been paid by the Employer and will be payable for the duration of the applicable coverage period. F. Notwithstanding the foregoing, in the event the Executive is a Specified Employee (as defined herein), solely to the extent necessary to avoid penalties under Code Section 409A, payment to the Executive’s benefit pursuant to Sections 8(b) and 8(c), if applicable, shall be made to the Executive on the first day of the seventh month following the Executive’s Event of Termination; provided, however, that the six-month delay for such payment shall not apply in the event that such payments are exempt from the requirements of Code Section 409A, including that the separation pay is due to an involuntary Separation from Service or a Good Reason Separation from Service, the amount of the separation pay does not exceed two times the lesser of (i) the Executive’s annualized compensation based upon his annual rate of pay for the taxable year preceding the year in which the Separation from Service occurs; or (ii) the limit set forth in Section 17(a)(iv401(a)(17) aboveof the Internal Revenue Code for the year in which the Separation from Service occurs (i.e. for 2018, $275,000), as provided in Treasury Regulation Section 1.409A-1(b)(9)(iii) (which separation pay, if in excess of the date that is thirty (30) days following such occurrence (any such datelimit, shall be made as provided herein up to the “Early Termination Date”amount of the limit) and (iii) such separation pay is paid no later than the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be last day of the Early Termination Date.second calendar year 5

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): (i) Any event having a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans Assets or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request; (iii) Seller’s membership in MERS is terminated for any reason (other than MERS ceasing to remain in existence) and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof). (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, as applicable, the “Early Termination Date”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.

Event of Termination. This Agreement may be terminated by the relevant Party prior to the Closing Date as follows: (a) Each if any one or more of the following events shall constitute an Event conditions to the obligations of Termination (an “Event the Investor to close set forth in Part A or Part B of Termination”):Schedule 1 has not been fulfilled by 5:00 p.m. Hong Kong time on the Long Stop Date, the Investor may, at its option, without prejudice to its rights hereunder and under applicable Laws: (i) Any event having defer the Closing to a material adverse effect, date not later than 30 days after the Long Stop Date (in which case the provisions of this Agreement shall apply as determined by Buyer if that later date is the Closing Date as set forth in good faith, on (A) the property, business, operations, or financial condition of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregateSection 4.1); (ii) Buyer shall reasonably request, specifying proceed to the reasons for such request, reasonable information, and/or written responses Closing in respect of the Investor Subscription so far as practicable but subject to such requests, regarding conditions as the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request;Investor may determine at its sole discretion; or (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof.terminate this Agreement; (b) Upon if any one or more of the occurrence conditions to the obligations of an Event the Warrantors to close set forth in Part A or Part C of TerminationSchedule 1 has not been fulfilled by 5:00 p.m. Hong Kong time on the Long Stop Date, Buyer each Warrantor may, at its option, without prejudice to its rights hereunder and under applicable Laws: (i) defer the Closing to a date not later than 30 days after the Long Stop Date (in which case the provisions of this Agreement shall apply as if that later date is the Closing Date as set forth in Section 4.1); (ii) proceed to the Closing in respect of the Investor Subscription so far as practicable but subject to such conditions as such Warrantor may determine at its sole discretion; or (iii) terminate this Agreement; (c) if any Warrantor has materially breached any representation, warranty, covenant or agreement contained in this Agreement, which breach is incapable of being cured, or if capable of being cured, has not been cured (other than by mere disclosure of the breach) within twenty Business Days after written notice of such breach from the Investor to any Warrantor, the Investor shall have the right to terminate this Agreement and all Transactions hereunder Agreement; (d) if the Investor has materially breached any representation, warranty, covenant or agreement contained in this Agreement, which breach is incapable of being cured, or if capable of being cured, has not been cured (other than by delivering mere disclosure of the breach) within twenty Business Days after written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect breach from any Warrantor to the Event of Termination set forth in Section 17(a)(iv) aboveInvestor, the date that is thirty Warrantors (30acting jointly) days following such occurrence shall have the right to terminate this Agreement; and (e) at any such datetime on or prior to the Closing Date, the “Early Termination Date”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination DateParties may, by mutual written consent, terminate this Agreement.

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): (i) Any event having a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request; (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a ““ Notice of TerminationTermination ”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, the ““ Early Termination DateDate ”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.

Event of Termination. This Agreement shall be terminable for cause, as “cause” is hereafter defined, at the election of DEA, upon five (a30) Each days’ prior written notice by DEA to Consultant after the expiration of any cure period described below without completion of applicable curative measures. “Cause” for termination by DEA shall mean the following events shall constitute an Event occurrence of Termination (an “Event of Termination”): (i) Any an event having a material adverse effect, as determined by Buyer listed below in good faith, on subsection (Ab) the property, business, operations, with no cure or financial condition of Seller grace period whatsoever; or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; (ii) Buyer shall reasonably request, specifying one or more of the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three events listed below in subsections (3) Business Days of such request; (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”a), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminatec), (iid) and (e) and the aggregate outstanding Repurchase Price continuance of the same for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is more than thirty (30) days (or, if such event is curable but cannot be cured within thirty (30) days, then such additional period of time as is reasonably necessary to cure the same), provided that within such thirty (30) day period Consultant promptly commences to cure the same and thereafter diligently and continually prosecutes to completion the cure of same), after delivery of written notice by DEA specifying in reasonable detail the nature of the default. The following such occurrence are the events giving rise to DEA's right of termination of this Agreement for cause: (a) Material Default shall be made in the performance or observance by Consultant of any covenant, condition or term in this Agreement; (b) Consultant shall engage in conduct under this Agreement, which constitutes gross negligence, willful misconduct, or fraud; (c) Consultant shall institute proceedings to be adjudicated a voluntary bankrupt, or shall commence a case under the federal bankruptcy code, or shall file a petition or answer or consent seeking reorganization, readjustment, arrangement, composition or similar relief under the federal bankruptcy code or laws, or any other similar applicable federal or state law, or shall consent to or fail reasonably to oppose any such dateproceeding, or shall consent to the “Early Termination Date”) and (iii) appointment of a receiver or liquidator or trustee or assignee in bankruptcy or insolvency of it or of a substantial part of its property, or shall make an assignment for the Repurchase Date for all Transactions then outstanding hereunder benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due, or corporate action shall be deemed to be taken by Consultant in furtherance of any of the Early Termination Date.aforesaid purposes; (d) A decree or order by a court of competent jurisdiction shall have been entered adjudging Consultant bankrupt or insolvent, or approving as properly filed a petition seeking reorganization, readjustment, arrangement, composition or similar relief for Consultant under the federal bankruptcy code or laws, or any other similar applicable federal or state law, and such decree or order shall have continued undischarged or unstayed for a period of sixty (60) days; or a decree or order of a court having jurisdiction for the appointment of a receiver or liquidator or trustee or assignee in bankruptcy or insolvency of Consultant or a substantial part of its property, or for the winding up or liquidation of its affairs, shall have been entered, and such decree or order shall have remained in force, undischarged and unstayed for a period of sixty (60) days; and 4

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): (i) Any event having Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated or duly executed Assignments in blank shall not be delivered by Seller to Custodian for each MERS Loan subject to a material adverse effect, as determined by Buyer Transaction in good faith, on each case within five (A5) the property, business, operations, or financial condition Business Days of Seller or Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregatesuch termination; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller or Guarantor and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request; (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, the “Early Termination Date”) ); provided that the Pricing Rate shall be equal to the Event of Termination Rate from and after the date on which the Event of Termination shall have occurred, and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.

Event of Termination. (a) Each of the following events shall constitute an Event of Termination (an “Event of Termination”): ): (i) Any event having a material adverse effect, as determined by Buyer in good faith, on (A) the property, business, operations, or financial condition of Seller or 55 Guarantor, (B) the ability of Seller or Guarantor to perform its obligations under any of the Program Documents to which it is a party, (C) the validity or enforceability of any of the Program Documents, (D) the rights and remedies of Buyer under any of the Program Documents, (E) the timely repurchase of the Purchased Loans or payment of other amounts payable in connection therewith or (F) the Purchased Items in the aggregate; ; (ii) Buyer shall reasonably request, specifying the reasons for such request, reasonable information, and/or written responses to such requests, regarding the financial well being of Seller and such reasonable information and/or responses shall not have been provided within three (3) Business Days of such request; ; (iii) Seller’s membership in MERS is terminated for any reason and such membership shall not be reinstated within five (5) Business Days; and and (iv) Seller shall fail to comply with the requirements of Section 13(s) hereof. (b) Upon the occurrence of an Event of Termination, Buyer shall have the right to terminate this Agreement and all Transactions hereunder by delivering written notice of termination to Seller (a “Notice of Termination”), in which event (i) Buyer’s obligation to enter into new Transactions hereunder shall immediately terminate, (ii) the aggregate outstanding Repurchase Price for all Transactions hereunder and all other Obligations shall be due and payable (A) on the date that is sixty (60) days following delivery of such Notice of Termination to Seller or, (B) with respect to the Event of Termination set forth in Section 17(a)(iv) above, the date that is thirty (30) days following such occurrence (any such date, the “Early Termination Date”) and (iii) the Repurchase Date for all Transactions then outstanding hereunder shall be deemed to be the Early Termination Date.