Common use of Increases Clause in Contracts

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”). Each Purchase Notice shall be subject to Section 6.2 and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds to the Facility Account, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in if the case of an Seller has been notified that such Incremental Purchase to shall be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Agent shall notify Seller and Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to the account designated by the Seller in the applicable Purchase Notice, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior notice in a the form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and ), date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Bank Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer deposit to the account of the Seller (or its designee) designated in the Purchase Notice, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon 1:00 p.m. (Chicago New York time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing being purchased by Conduit or (ii) in the case of a Financial Institution, such Financial Institution’s Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests then being purchased by the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar monthInstitutions.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (each, a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, the Agent will promptly notify Seller of such fact, whereupon Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a the form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, the Agent will promptly notify Seller of such fact, whereupon Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of to the account specified in the applicable Purchase Notice, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,00010,000,000 (or an integral multiple thereof) in the case of the initial Incremental Purchase and shall not be less than $500,000 (or an integral multiple thereof) in the case of any subsequent Incremental Purchase) and date of purchase (which shall occur no more frequently than once per calendar week) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,0001,000,000 and shall not be greater than the Commitment Availability immediately prior to giving effect to such purchase) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller Finance Subsidiary shall provide the Administrative Agent with at least two (2) one Business Days’ Day's prior notice in a form set forth as Exhibit II I hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000100,000) and date of purchase andpurchase, and in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller Finance Subsidiary may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to the account designated by Finance Subsidiary, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon Noon (Chicago New York time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a Monthly Report or in a form set forth as Exhibit II hereto of each Incremental Purchase (in either case, a “Purchase Notice”"PURCHASE NOTICE"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire deposit to an account specified by the Agent, for transfer of by the Agent to an account designated by Seller (or by Servicer, on Seller's behalf), in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are then purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date unless otherwise consented to by the Agent) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Jupiter agrees to make the purchase. If Company Jupiter declines to make a proposed purchase, the Agent shall promptly notify Seller and Seller may cancel the Purchase Notice within one Business Day after receiving notice from Agent or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Jupiter or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyJupiter, the aggregate Purchase Price of the Purchaser Interests Company Jupiter is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of the Initial Purchase each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,0002,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Each Purchase Notice shall include a Schedule of Receivables for any Receivables either being sold under the Sale Agreement on the date of such Incremental Purchase or which were sold under the Sale Agreement since the date of the preceding Incremental Purchase. Seller may submit to the Agent no more than two Purchase Notices during any Accrual Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There Only five (5) Purchase Notices may not be more than four (4) Incremental Purchases during presented in any calendar month; provided, however, at any time daily settlement is occurring, a Purchase Notice for each Business Day may be presented.

Increases. Seller shall provide the Administrative Agent with at least two (2) three Business Days’ ' prior notice (any such notice received by the Agent after 11:00 a.m. (Chicago time) to be deemed received on the next Business Day) in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds to the Facility Account, of immediately available funds, no later than 12:00 noon (Chicago time), in an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”); provided that Seller shall make no more than four requests per month. Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) 1,000,000 and in integral multiples of $100,000 thereafter and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to an account designated by Seller, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of to the account specified by Seller in its Purchase Notice, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) three Business Days’ ' prior notice in a form set forth as Exhibit II II-A hereto of each Incremental Purchase (a “"Purchase Notice”"). For each Incremental Purchase which is to be made on a date other than a Settlement Date, Seller shall also provide the Agent with an interim monthly report (an "Interim Report") in the form set forth as Exhibit II-B hereto. Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,0001,000,000 and which shall be an integral multiple of $100,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Seller may submit to the Agent no more than four Purchase Notices during any Accrual Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether the Company agrees to make the purchase. If the Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, the Company or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to Account No. 942-▇▇▇-▇▇▇▇ ▇▇ Fleet National Bank, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of the Company, the aggregate Purchase Price of the Purchaser Interests the Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) 1,000,000 and in additional increments of $100,000), the date of purchase purchase, the account number and bank name to which the proceeds of the Incremental Purchase are to be remitted (the "Designated Account"), and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Bank Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, the Agent shall so notify Seller and Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to the Designated Account, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. No later than 11:00 a.m. (Chicago time) at least three (3) Business Days prior to each Incremental Purchase, Seller shall provide the Administrative Agent with at least two (2) Business Days’ prior written notice in a form set forth as Exhibit II hereto of each such Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Falcon agrees to make the purchase. If Company Falcon declines to make a proposed purchase, the Agent shall promptly notify Seller and Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Falcon or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyFalcon, the aggregate Purchase Price of the Purchaser Interests Company Falcon is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,0001,000,000 and shall be in increments of $100,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, the Agent will advise Seller of such fact and Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice substantially in a the form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than equal to $1,000,0001,000,000 or an integral multiple of $100,000 in excess thereof) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Seller may request no more than six (6) Incremental Purchases during any Accrual Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer to an account designated by Seller of immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds to the Facility Account, of immediately available funds, no later than 12:00 noon (Chicago time), in an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) one Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “---------- "Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof --------------- ----------- and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than at least $1,000,0001,000,000 and integral multiples of $100,000 in excess thereof) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. Without the prior approval of Conduit, Seller shall not request more than three proposed purchases in any calendar month and, unless approved by Conduit in its sole discretion, any such requests in excess of three in any calendar month shall be void. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the ---------- Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a the form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,0002,000,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall be no more frequent than twice during any calendar month) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Bank Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer deposit to the account of the Seller designated in the applicable Purchase Notice, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing being purchased by the Conduit or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests then being purchased by the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar monthInstitutions.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “Purchase Notice”"PURCHASE NOTICE"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000) and date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchasepurchase in whole or in part, the Agent will notify Seller of such fact, whereupon, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to the account specified by the Agent (and the Agent shall deposit to the account specified in the Purchase Notice) in immediately available funds to the Facility Account, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and irrevocable, shall specify the requested Purchase Price (which shall not be less than $1,000,00010,000,000 and in additional increments of $100,000) and date of purchase (which, in the case of any Incremental Purchase (after the initial Incremental Purchase hereunder), shall only be on a Settlement Date) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche PeriodPeriod and shall be accompanied by a current listing of all Receivables (including any Receivables to be purchased by Seller under the Receivables Sale Agreement on the date of purchase specified in such Purchase Notice). Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide notify the Administrative Agent with at least two of any proposed Incremental Purchase by 9:00 a.m. (2Chicago time) Business Days’ prior notice on the proposed date of such Incremental Purchase in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"). Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than $1,000,000500,000 and shall be in integral multiples of $100,000) and date of purchase (it being understood and agreed that no more than twelve (12) Incremental Purchases may occur in any one calendar month without the Agent's consent) and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, the Agent shall so notify Seller and Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company or the Financial Institutions, as applicable, shall initiate a wire transfer of deposit to the Concentration Account, in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate Purchase Price of the Purchaser Interests Company is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Seller shall provide the Administrative Agent with at least two (2) one Business Days’ ' prior notice in a form set forth as Exhibit II hereto of each Incremental Purchase (a “"Purchase Notice”"); provided that any Purchase Notice received after 11:00 a.m. (Chicago time) shall be deemed to have been received on the next succeeding Business Day. Each Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested Purchase Price (which shall not be less than at least $1,000,000) 1,000,000 and integral multiples of $100,000 in excess thereof), date of purchase and, in the case of an Incremental Purchase to be funded by the Financial Institutions, the requested Discount Rate and applicable Tranche Period. Without the prior approval of the Agent, Seller shall not request more than seven proposed purchases in any calendar month and, unless approved by the Agent in its sole discretion, any such requests in excess of seven in any calendar month shall be void. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company Conduit agrees to make the purchase. If Company Conduit declines to make a proposed purchase, Seller may cancel the Purchase Notice or, in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutions. On the date of each Incremental Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company Conduit or the Financial Institutions, as applicable, shall initiate a wire transfer of immediately available funds deposit to the Facility Account, in immediately available funds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of CompanyConduit, the aggregate Purchase Price of the Purchaser Interests Company Conduit is then purchasing or (ii) in the case of a Financial Institution, such Financial Institution’s 's Pro Rata Share of the aggregate Purchase Price of the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar month.

Increases. Not later than 10:00 a.m. (Chicago time) on the Business Day prior to each Incremental SLOT Purchase, Seller shall provide the Administrative SLOT Agent with at least two (2) Business Days’ prior notice in a the form set forth as Exhibit II hereto of each Incremental SLOT Purchase (a “SLOT Purchase Notice”). Each SLOT Purchase Notice shall be subject to Section 6.2 hereof and, except as set forth below, shall be irrevocable and shall specify the requested SLOT Purchase Price (which shall not be less than $1,000,000) and ), the proposed date of purchase and(which shall be a Business Day); provided, however, that in no event shall the case aggregate number of an Incremental Purchase SLOT Purchases pursuant to be funded by the Financial Institutions, the requested Discount Rate and Tranche Period. Following receipt of a Purchase Notice, the Administrative Agent will determine whether Company agrees to make the purchase. If Company declines to make a proposed purchase, Seller may cancel the Purchase Notice or, this Section 1.2 exceed two (2) in the absence of such a cancellation, the Incremental Purchase of the Purchaser Interest will be made by the Financial Institutionsany calendar week. On the date of each Incremental SLOT Purchase, upon satisfaction of the applicable conditions precedent set forth in Article VI, Company the SLOT Purchaser shall deposit to an account specified by the SLOT Agent, for transfer to an account designated by Seller (or the Financial Institutionsby Servicer on Seller’s behalf), as applicable, shall initiate a wire transfer of in immediately available funds to the Facility Accountfunds, no later than 12:00 noon (Chicago time), an amount equal to (i) in the case of Company, the aggregate SLOT Purchase Price of such SLOT Interest. Upon such transfer by the SLOT Purchaser Interests Company is then purchasing or (ii) in to Seller’s designated account, Seller hereby, without the case necessity of a Financial Institutionfurther action by any Person, such Financial Institution’s Pro Rata Share assigns, transfers, sets over and otherwise conveys to the SLOT Agent, for the benefit of the aggregate Purchase Price of SLOT Purchaser, the Purchaser Interests the Financial Institutions are purchasing. There may not be more than four (4) Incremental Purchases during any calendar monthapplicable SLOT Interest.