Common use of Initial Purchase Clause in Contracts

Initial Purchase. On the Initial Closing Date, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title and interest of the Seller in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and all monies received thereon on and after the Initial Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “Initial Purchased Property.”

Initial Purchase. On the Initial Closing Datesuch date as is acceptable to CARI and GMAC, subject to satisfaction of the conditions specified in Article ▇▇▇icle VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to ▇▇▇▇CARI, without recourse: (i) all right, title and interest of the Seller intere▇▇ ▇f GMAC in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (A) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (B) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Initial Receivables originated in Wisconsin, the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance on each applicable Distribution DateBalance; and (vii) all present and future claims, demands, causes and choses the interest of GMAC in action in respect of any or all proceeds of the foregoing property described in clauses (i) through and (viii) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoingabove. The property described in clauses (i) through (vii) above is referred to herein collectively as the “"Initial Purchased Property.”"

Initial Purchase. On (a) From time to time from the Initial Closing A&R Effective Date through the Commitment Termination Date, subject the Purchaser may request in writing, including, without limitation, by email (each such request, and including requests made to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately Cliffwater prior to consummation of the A&R Effective Date, an “Initial Purchase Request”), that Cliffwater or CCLF Sub acquire one or more loans and related transactions contemplated by the Further Transfer and Servicing Agreementscommitments, if any, or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt by CCLF Sub of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit B) prepared by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to CCLF Sub at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser), Cliffwater, on behalf of CCLF Sub, shall have the Seller shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title in its sole and interest absolute discretion, to approve or reject such Initial Purchase Request and to request additional information in connection therewith. Cliffwater, on behalf of CCLF Sub, shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If Cliffwater approves such Initial Purchase Request, CCLF Sub shall purchase (each, an “Initial Purchase”) such loans (and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with (1) any loans acquired by Cliffwater at the request of the Seller in, Purchaser prior to the A&R Effective Date and under the Initial Receivables listed on the Schedule of Initial Receivables and all monies received thereon on and (2) any loans funded by Cliffwater or CCLF Sub after the Initial Cutoff Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which Cliffwater acquired or CCLF Sub acquires such Purchased Loan, assumes such Available Unfunded Commitments or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded Commitments, an “Initial Purchase Date”); provided, exclusive of any amounts allocable that immediately after giving effect to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; such Initial Purchase, (iiA) the interest Purchased L&C Amount shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments (excluding any such Available Unfunded Commitments that consist of Asset-Based Finance) shall not exceed 20% of the Seller cost basis of all Purchased Loans (the “Unfunded Commitment Limit”). To the extent that the Purchaser is subject to any binding commitment to fund or otherwise provide any anticipated Purchased Loan or Available Unfunded Commitment pursuant to a commitment letter or similar agreement and Cliffwater, on behalf of CCLF Sub, has approved an Initial Purchase Request with respect thereto, the Purchaser and CCLF Sub shall, at the request of the Purchaser, enter into a back-to-back commitment letter in the security interests in form attached hereto as Exhibit C (or as otherwise agreed between the Financed Vehicles granted by Obligors pursuant Purchaser and CCLF Sub) with respect to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest Purchase of the Seller in any proceeds from claims on any physical damage, credit life, credit disability such Purchased Loans or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “Initial Purchased PropertyAvailable Unfunded Commitments.”

Initial Purchase. On the Initial Closing Date, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (A) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (B) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance on each applicable Distribution DateBalance; and (vii) all present and future claims, demands, causes and choses the interest of GMAC in action in respect of any or all proceeds of the foregoing property described in clauses (i) through and (viii) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoingabove. The property described in clauses (i) through (vii) above is referred to herein collectively as the “"Initial Purchased Property.”"

Initial Purchase. On the Initial [Initial] Closing Date, subject to satisfaction of the conditions specified in Article VI V and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to ▇▇▇▇Ally Auto, without recourse: (i) all right, title and interest of the Seller in, to and under the Initial [Initial] Receivables listed on the Schedule of Initial Receivables and all monies received thereon on and after the Initial [Initial] Cutoff DateDate or with respect to a Substitute Receivable, the related Substitute, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial [Initial] Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Initial [Initial] Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) [the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; ;] and (vii) [all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangiblesintangible, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing]. The property described in clauses (i) through (vii) above is referred to herein collectively as the “[Initial ]Purchased Property.”

Initial Purchase. On the Initial Closing Datesuch date as is acceptable to ▇▇▇▇ and GMAC, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Second Step Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (A) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (B) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) except for those Initial Receivables originated in Wisconsin, the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Discounted Principal Balance on each applicable Distribution DateBalance; and (viivi) all present and future claims, demands, causes and choses the interest of GMAC in action in respect of any or all proceeds of the foregoing property described in clauses (i) and (ii) above. The property described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “"Initial Purchased Property.”"

Initial Purchase. On the Initial Closing Date, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller GMAC shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title and interest of the Seller GMAC in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and (A) in the case of Initial Receivables that are Scheduled Interest Receivables, all monies due thereunder on and after the Initial Cutoff Date and (B) in the case of Initial Receivables that are Simple Interest Receivables, all monies received thereon on and after the Initial Cutoff Date, in each case, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required force-placed by the Seller or the Servicer GMAC covering any related Financed Vehicle; (ii) the interest of the Seller GMAC in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller GMAC in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller GMAC in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; and (vii) all the present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangiblesintangible, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “"Initial Purchased Property.”"

Initial Purchase. On the Initial Closing Date, subject to satisfaction of the conditions specified in Article VI and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreements, if any), the Seller shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title and interest of the Seller in, to and under the Initial Receivables listed on the Schedule of Initial Receivables and all monies received thereon on and after the Initial Cutoff Date, exclusive of any amounts allocable to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; (ii) the interest of the Seller in the security interests in the Financed Vehicles granted by Obligors pursuant to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest of the Seller in any proceeds from claims on any physical damage, credit life, credit disability or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangiblesintangible, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “Initial Purchased Property.”

Initial Purchase. On (a) From time to time from the Initial Closing Effective Date through the Commitment Termination Date, subject to satisfaction of the conditions specified Purchaser may request in Article VI writing, including, without limitation, by email (each such request an “Initial Purchase Request”), that CCLF Sub acquire one or more loans and the First Step Initial Receivables Assignment (and, in any event, immediately prior to consummation of the related transactions contemplated by the Further Transfer and Servicing Agreementscommitments, if any, or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt by CCLF Sub of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit B) prepared by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to CCLF Sub at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser), Cliffwater, on behalf of CCLF Sub, shall have the Seller shall sell, transfer, assign and otherwise convey to ▇▇▇▇, without recourse: (i) all right, title in its sole and interest of the Seller inabsolute discretion, to approve or reject such Initial Purchase Request and under to request additional information in connection therewith. Cliffwater, on behalf of CCLF Sub, shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Receivables listed on the Schedule of Purchase Request. If Cliffwater approves such Initial Receivables Purchase Request, CCLF Sub shall purchase (each, an “Initial Purchase”) such loans (and all monies received thereon on and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded by CCLF Sub after the Initial Cutoff Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which CCLF Sub acquires such Purchased Loan, assumes such Available Unfunded Commitments or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded Commitments, an “Initial Purchase Date”); provided, exclusive of any amounts allocable that immediately after giving effect to the premium for physical damage collateral protection insurance required by the Seller or the Servicer covering any related Financed Vehicle; such Initial Purchase, (iiA) the interest Purchased L&C Amount shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments (excluding any such Available Unfunded Commitments that consist of Asset-Based Finance) shall not exceed 20% of the Seller cost basis of all Purchased Loans (the “Unfunded Commitment Limit”). To the extent that the Purchaser is subject to any binding commitment to fund or otherwise provide any anticipated Purchased Loan or Available Unfunded Commitment pursuant to a commitment letter or similar agreement and Cliffwater, on behalf of CCLF Sub, has approved an Initial Purchase Request with respect thereto, the Purchaser and CCLF Sub shall, at the request of the Purchaser, enter into a back-to-back commitment letter in the security interests in form attached hereto as Exhibit C (or as otherwise agreed between the Financed Vehicles granted by Obligors pursuant Purchaser and CCLF Sub) with respect to the Initial Receivables and, to the extent permitted by law, any accessions thereto; (iii) the interest Purchase of the Seller in any proceeds from claims on any physical damage, credit life, credit disability such Purchased Loans or other insurance policies covering the related Financed Vehicles or Obligors; (iv) the interest of the Seller in any proceeds from recourse against Dealers on the Initial Receivables; (v) all right, title and interest of the Seller in, to and under the First Step Initial Receivables Assignment; (vi) the right to purchase Additional Receivables during the Revolving Period at a price equal to the Aggregate Additional Receivables Principal Balance on each applicable Distribution Date; and (vii) all present and future claims, demands, causes and choses in action in respect of any or all of the foregoing described in clauses (i) through (vi) above and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all the foregoing, including all proceeds of the conversion of any or all of the foregoing, voluntary or involuntary, into cash or other liquid property, all cash proceeds, accounts, accounts receivable, notes, drafts, acceptances, chattel paper, checks, deposit accounts, insurance proceeds, investment property, payment intangibles, general intangibles, condemnation awards, rights to payment of any and every kind and other forms of obligations and receivables, instruments and other property which at any time constitute all or part of or are included in the proceeds of any of the foregoing. The property described in clauses (i) through (vii) above is referred to herein collectively as the “Initial Purchased PropertyAvailable Unfunded Commitments.”