Common use of Limitations on Sales, Substitutions and Repurchases Clause in Contracts

Limitations on Sales, Substitutions and Repurchases. (i) The Outstanding Balance of all Loan Assets subject to clauses (ii), (iv) or (vi) of the definition of “Value Adjustment Event” which were included in all Lien Release Dividends or substituted by the Borrower pursuant to Section 2.07(a), in each case during the 12-month period immediately preceding the proposed Lien Release Dividend Date or date of substitution, as applicable, does not exceed 10% of the highest aggregate Outstanding Balance of any month during such 12-month period (or such lesser number of months as shall have elapsed as of such date). Any Lien Release Dividend or substitution of a “Delinquent Loan” or a “Charged-Off Loan” (as each such term is defined in the Original Agreement) effected pursuant to the Original Agreement during the 12-month period immediately preceding the date of determination shall be included in this calculation. (ii) The Outstanding Balance of all Loan Assets (other than Warranty Loan Assets) sold pursuant to Section 2.07(b), sold without the consent of the Agent in accordance with Section 2.07(c) (in each case, other than Loan Assets subject to clauses (ii), (iv) or (vi) of the definition of “Value Adjustment Event”), substituted pursuant to Section 2.07(a) or released pursuant to Section 2.07(d) during the 12-month period immediately preceding the proposed date of sale, substitution or Lien Release Dividend (or such lesser number of months as shall have elapsed as of such date) does not exceed 20% of the highest aggregate Outstanding Balance of any month during such 12-month period (or such lesser number of months as shall have elapsed as of such date). Any “Discretionary Sale”, “Optional Sale”, “Substitute Loan” or “Lien Release Dividend” (as each such term is defined in the Original Agreement) effected pursuant to the Original Agreement during the 12-month period immediately preceding the date of determination shall be included in this calculation.