Common use of Making Purchases Clause in Contracts

Making Purchases. (a) The Acquirer may from time to time enquire of the Originator, or the Originator may from time to time notify the Acquirer, as to the availability of Portfolio Assets to be acquired by the Acquirer from the Originator pursuant to this Agreement. (b) Upon receiving notice or confirmation, as the case may be, that the Originator has Portfolio Assets available for sale, the Originator may from time to time deliver an irrevocable written notice in the form of Schedule 2.2(b) (each, a “Purchase Notice”) to the Acquirer in accordance with Section 9.4 prior to 1:00 p.m. (Montréal time) on the Purchase Date. (c) Each Purchase Notice for a purchase of Loans shall: (i) specify the date (each, a “Purchase Date”) on which the purchase and sale of the Portfolio Assets identified in such Purchase Notice is to take place and the Cut-Off Date for such purchase; (ii) specify the Aggregate Purchase Price to be paid by the Acquirer to the Originator on the related Purchase Date for the Portfolio Assets identified in such Purchase Notice that are sold on a fully serviced basis; (iii) contain a listing of the Loans to be purchased on the Purchase Date including: (A) for each Loan subject to such Purchase Notice: (1) the Originator’s identification number for such Loan; (2) the name of the Borrower in respect of such Loan; (3) the municipal street address, city, province and postal code of the related Mortgaged Property; (4) the aggregate amount advanced in respect of the Loan; (5) the rate of interest chargeable on each such Loan as of the related Cut-Off Date and whether such rate is fixed or variable; (6) if applicable, the date(s) on which adjustments in interest are to take place or may be effected by the lender pursuant to the Mortgage Terms in respect of the Loan; (7) the maturity date of such Loan; (8) if applicable, the remaining amortization period in respect of such Loan; (9) the Current Balance of such Loan as of the related Cut-Off Date; (10) in the case of Variable Rate Loans, the name of the applicable index; and (11) type of Multiproduct Loan if other than Multiproduct Mortgage Loan. (B) for all Loans subject to such Purchase Notice, on an aggregate basis: (1) the highest and lowest interest rates chargeable on all of the Loans included in such Purchase Notice; (2) the weighted average amortization period for such applicable Loans (in months), if applicable; (3) the current index, prime or other reference rate(s) applicable to such Loans as at the related Cut-Off Date; (4) the number of Loans identified in the Purchase Notice; and (5) the aggregate Current Balance as of the related Cut-Off Date of such Loans. (d) If the Acquirer agrees to the terms and conditions set out in the Purchase Notice it shall signify its acceptance thereof by executing and returning such Purchase Notice to the Originator on the same day as the day of receipt thereof. (e) If the Acquirer fails to accept such Purchase Notice within such period it shall be deemed to have declined to complete the proposed purchase on the terms and conditions set out in such Purchase Notice and this Agreement. (f) Upon its acceptance of a Purchase Notice, there shall exist a binding agreement between the Originator and the Acquirer for the sale by the Originator and the purchase by the Acquirer from the Originator of all of the Originator’s present and future right, title and interest in, to and under the Purchased Assets listed in the relevant Purchase Notice (which shall, for greater certainty, be deemed to include all present and future Additional Loan Advances as set forth in Section

Making Purchases. (a) The Acquirer Purchaser may from time to time enquire of the OriginatorSeller, or the Originator Seller may from time to time notify the AcquirerPurchaser, as to the availability of Portfolio Assets Loans and their Related Security to be acquired by the Acquirer Purchaser from the Originator Seller pursuant to this Agreement. (b) Upon receiving notice or confirmation, as the case may be, that the Originator Seller has Portfolio Assets Loans and their Related Security available for sale, the Originator Seller may from time to time deliver an irrevocable written notice in the form of Schedule 2.2(b) (each, a “Purchase Notice”) to the Acquirer Purchaser in accordance with Section 9.4 prior to 1:00 p.m. 11:00 a.m. (Montréal Toronto time) on the Purchase Date. (c) Each Purchase Notice for a purchase of Loans shall: (i) specify the date (each, a “Purchase Date”) on which the purchase and sale of the Portfolio Assets Loans and their Related Security identified in such Purchase Notice is to take place and the Cut-Off Date for such purchase; (ii) specify the Aggregate Purchase Price to be paid by the Acquirer Purchaser to the Originator Seller on the related Purchase Date for the Portfolio Assets identified in such Purchase Notice that are sold on a fully serviced basisNotice; (iii) contain a listing of the Loans to be purchased on the Purchase Date including: (A) for each Loan subject to such Purchase Notice: (1) the OriginatorSeller’s identification number for such Loan; (2) the name of the Borrower in respect of such Loan; (3) the municipal street address, city, province and postal code of the related Mortgaged Property; (4) the aggregate amount advanced in respect of the Loan; (5) the rate of interest chargeable on each such Loan as of the related Cut-Off Date and whether such rate is fixed or variableDate; (6) if applicable, the date(s) on which adjustments in interest are to take place or may be effected by the lender pursuant to the Mortgage Terms in respect of the Loan; (7) the maturity date of such Loan; (8) if applicable, the remaining amortization period in respect of such Loan; (9) the Current Balance (excluding Capitalized Interest and Capitalized Arrears) of such Loan as of the related Cut-Off Date; (109) in the case of Variable Rate Loans, the name of the applicable index; and (1110) type of Multiproduct Loan if other than Multiproduct the Seller, the lender on title to the Mortgage in respect of the Loan. (B) for all Loans subject to such Purchase Notice, on an aggregate basis: (1) the highest and lowest interest rates chargeable on all of the Loans included in such Purchase Notice; (2) the weighted average amortization period for such applicable Loans (in months), if applicable; (3) the current index, prime or other reference rate(s) applicable to such Loans as at the related Cut-Off Date; (43) the number of Loans identified in the Purchase Notice; and (54) the aggregate Current Balance as of the related Cut-Off Date of such Loans. (d) If the Acquirer Purchaser agrees to the terms and conditions set out in the Purchase Notice it shall signify its acceptance thereof by executing and returning such Purchase Notice to the Originator Seller on the same day as the day of receipt thereof. (e) If the Acquirer Purchaser fails to accept such Purchase Notice within such period it shall be deemed to have declined to complete the proposed purchase on the terms and conditions set out in such Purchase Notice and this Agreement. (f) Upon its acceptance of a Purchase Notice, there shall exist a binding agreement between the Originator Seller and the Acquirer Purchaser for the sale by the Originator Seller and the purchase by the Acquirer Purchaser from the Originator Seller of all of the OriginatorSeller’s present and future right, title and interest in, to and under the Purchased Assets listed in the relevant Purchase Notice (which shall, including for greater certainty, be deemed to include all present and future Additional Loan Advances as Advances) upon the terms and conditions of this Agreement including, without limitation, satisfaction of the conditions precedent in Section 3.1, in the case of the initial purchase, and Section 3.2, in the case of the initial purchase and all subsequent purchases (it being understood that Section 3.1 and Section 3.2 are not separately applicable to the purchase of Additional Loan Advances). (g) On each Purchase Date specified in a Purchase Notice, with respect to the Portfolio Assets specified in such Purchase Notice, together with all Collections from the Cut-Off Date to the relevant Purchase Date (collectively the “Purchased Assets”), the Purchaser shall, upon satisfaction of the applicable conditions set forth in SectionArticle 3, pay to the Seller in same day funds an amount equal to the Aggregate Purchase Price by depositing such amount into the Seller’s Account or, if the Seller so elects in writing to the Purchaser on or before the applicable Purchase Date, the Purchaser shall credit the Seller’s Capital Account Ledger with an amount equal to all (or the portion of the Aggregate Purchase Price not paid in cash) of the Aggregate Purchase Price. Upon such payment and deposit or credit, as the case may be, all of the Seller’s beneficial ownership of such Purchased Assets subject to the related Purchase Notice shall be sold, assigned and transferred to the Purchaser on a fully serviced basis effective as of the related Cut-Off Date and the Seller will execute and deliver the Seller Assignment. (h) On each Purchase Date, the Seller shall provide to the Purchaser (prior to a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by delivery to the Cash Manager and following a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by deposit in the GIC Account) in respect of the Purchased Portfolio Assets acquired by the Purchaser on such date an amount equal to the aggregate Collections received by the Seller from the applicable Cut-Off Date to and including the date prior to such Purchase Date in respect of such Purchased Portfolio Assets.

Making Purchases. (a) The Acquirer Purchaser may from time to time enquire of the OriginatorSeller, or the Originator Seller may from time to time notify the AcquirerPurchaser, as to the availability of Portfolio Assets to be acquired by the Acquirer Purchaser from the Originator Seller pursuant to this Agreement. (b) Upon receiving notice or confirmation, as the case may be, that the Originator Seller has Portfolio Assets available for sale, the Originator Seller may from time to time deliver an irrevocable written notice in the form of Schedule 2.2(b) (each, a “Purchase Notice”) to the Acquirer Purchaser in accordance with Section 9.4 prior to 1:00 p.m. (Montréal time) on the Purchase Date. (c) Each Purchase Notice for a purchase of Loans shall: (i) specify the date (each, a “Purchase Date”) on which the purchase and sale of the Portfolio Assets identified in such Purchase Notice is to take place and the Cut-Off Date for such purchase; (ii) specify the Aggregate Purchase Price to be paid by the Acquirer Purchaser to the Originator Seller on the related Purchase Date for the Portfolio Assets identified in such Purchase Notice that are sold on a fully serviced basis; (iii) contain a listing of the Loans to be purchased on the Purchase Date including: (A) for each Loan subject to such Purchase Notice: (1) the OriginatorSeller’s identification number for such Loan; (2) the name of the Borrower in respect of such Loan; (3) the municipal street address, city, province and postal code of the related Mortgaged Property; (4) the aggregate amount advanced in respect of the Loan; (5) the rate of interest chargeable on each such Loan as of the related Cut-Off Date and whether such rate is fixed or variable; (6) if applicable, the date(s) on which adjustments in interest are to take place or may be effected by the lender pursuant to the Mortgage Terms in respect of the Loan; (7) the maturity date of such Loan; (8) if applicable, the remaining amortization period in respect of such Loan; (9) the Current Balance of such Loan as of the related Cut-Off Date; (10) in the case of Variable Rate Loans, the name of the applicable index; and (11) type of Multiproduct Loan if other than Multiproduct Mortgage Loan. (B) for all Loans subject to such Purchase Notice, on an aggregate basis: (1) the highest and lowest interest rates chargeable on all of the Loans included in such Purchase Notice; (2) the weighted average amortization period for such applicable Loans (in months), if applicable; (3) the current index, prime or other reference rate(s) applicable to such Loans as at the related Cut-Off Date; (4) the number of Loans identified in the Purchase Notice; and (5) the aggregate Current Balance as of the related Cut-Off Date of such Loans. (d) If the Acquirer Purchaser agrees to the terms and conditions set out in the Purchase Notice it shall signify its acceptance thereof by executing and returning such Purchase Notice to the Originator Seller on the same day as the day of receipt thereof. (e) If the Acquirer Purchaser fails to accept such Purchase Notice within such period it shall be deemed to have declined to complete the proposed purchase on the terms and conditions set out in such Purchase Notice and this Agreement. (f) Upon its acceptance of a Purchase Notice, there shall exist a binding agreement between the Originator Seller and the Acquirer Purchaser for the sale by the Originator Seller and the purchase by the Acquirer Purchaser from the Originator Seller of all of the OriginatorSeller’s present and future right, title and interest in, to and under the Purchased Assets listed in the relevant Purchase Notice (which shall, for greater certainty, be deemed to include all present and future Additional Loan Advances as set forth in SectionSection 2.5) upon the terms and conditions of this Agreement including, without limitation, satisfaction of the conditions precedent in Section 3.1, in the case of the initial purchase, and Section 3.2, in the case of the initial purchase and all subsequent purchases (it being understood that Section 3.1 and Section 3.2 are not separately applicable to the purchase of Additional Loan Advances and such Additional Loan Advances shall be made in accordance with Article 8 of the Servicing Agreement). (g) On the Purchase Date specified in a Purchase Notice, with respect to the Portfolio Assets specified in such Purchase Notice, together with all Collections from the Cut-Off Date to the relevant Purchase Date (collectively the “Purchased Assets”), the Purchaser shall, upon satisfaction of the applicable conditions set forth in Article 3, pay to the Seller in same day funds an amount equal to the Aggregate Purchase Price by depositing such amount into the Seller’s Account or, if the Seller so elects in writing to the Purchaser on or before the applicable Purchase Date, the Purchaser shall credit the Seller’s Capital Account Ledger with an amount equal to all (or the portion of the Aggregate Purchase Price not paid in cash) of the Aggregate Purchase Price. Upon such payment and deposit or credit, as the case may be, all of the Seller’s beneficial ownership of such Purchased Assets subject to the related Purchase Notice shall be sold, assigned and transferred to the Purchaser on a fully serviced basis effective as of the related Cut-Off Date and the Seller will execute and deliver the Seller Assignment. (h) On each Purchase Date, the Seller shall provide to the Purchaser (prior to a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by delivery to the Cash Manager and following a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by deposit in the GIC Account) in respect of the Purchased Portfolio Assets acquired by the Purchaser on such date an amount equal to the aggregate Collections received by the Seller from the applicable Cut-Off Date to and including the date prior to such Purchase Date in respect of such Purchased Portfolio Assets.

Making Purchases. (a) The Acquirer Purchaser may from time to time enquire of the OriginatorSeller, or the Originator Seller may from time to time notify the AcquirerPurchaser, as to the availability of Portfolio Assets to be acquired by the Acquirer Purchaser from the Originator Seller pursuant to this Agreement. (b) Upon receiving notice or confirmation, as the case may be, that the Originator Seller has Portfolio Assets available for sale, the Originator Seller may from time to time deliver an irrevocable written notice in the form of Schedule 2.2(b) (each, a “Purchase Notice”) to the Acquirer Purchaser in accordance with Section 9.4 prior to 1:00 p.m. (Montréal Toronto time) on the Purchase Date. (c) Each Purchase Notice for a purchase of Loans shall: (i) specify the date (each, a “Purchase Date”) on which the purchase and sale of the Portfolio Assets identified in such Purchase Notice is to take place and the Cut-Off Date for such purchase; (ii) specify the Aggregate Purchase Price to be paid by the Acquirer Purchaser to the Originator Seller on the related Purchase Date for the Portfolio Assets identified in such Purchase Notice that are sold on a fully serviced basis; (iii) contain a listing of the Loans to be purchased on the Purchase Date including: (A) for each Loan subject to such Purchase Notice: (1) the OriginatorSeller’s identification number for such Loan; (2) the name of the Borrower in respect of such Loan; (3) the municipal street address, city, province and postal code of the related Mortgaged Property; (4) the aggregate amount advanced in respect of the Loan; (5) the rate of interest chargeable on each such Loan as of the related Cut-Off Date and whether such rate is fixed or variable; (6) if applicable, the date(s) on which adjustments in interest are to take place or may be effected by the lender pursuant to the Mortgage Terms in respect of the Loan; (7) the maturity date of such Loan; (8) if applicable, the remaining amortization period in respect of such Loan; (9) the Current Balance (excluding Capitalized Interest and Capitalized Arrears) of such Loan as of the related Cut-Off Date; (10) in the case of Variable Rate Loans, the name of the applicable index; and (11) type of Multiproduct Loan if other than (i.e. Line of Credit or Multiproduct Mortgage Loan). (B) for all Loans subject to such Purchase Notice, on an aggregate basis: (1) the highest and lowest interest rates chargeable on all of the Loans included in such Purchase Notice; (2) the weighted average amortization period for such applicable Loans (in months), if applicable; (3) the current index, prime or other reference rate(s) applicable to such Loans as at the related Cut-Off Date; (4) the number of Loans identified in the Purchase Notice; and (5) the aggregate Current Balance as of the related Cut-Off Date of such Loans. (d) If the Acquirer Purchaser agrees to the terms and conditions set out in the Purchase Notice it shall signify its acceptance thereof by executing and returning such Purchase Notice to the Originator Seller on the same day as the day of receipt thereof. (e) If the Acquirer Purchaser fails to accept such Purchase Notice within such period it shall be deemed to have declined to complete the proposed purchase on the terms and conditions set out in such Purchase Notice and this Agreement. (f) Upon its acceptance of a Purchase Notice, there shall exist a binding agreement between the Originator Seller and the Acquirer Purchaser for the sale by the Originator Seller and the purchase by the Acquirer Purchaser from the Originator Seller of all of the OriginatorSeller’s present and future right, title and interest in, to and under the Purchased Assets listed in the relevant Purchase Notice (which shall, for greater certainty, be deemed to include all present and future Additional Loan Advances as set forth in SectionSection 2.5) upon the terms and conditions of this Agreement including, without limitation, satisfaction of the conditions precedent in Section 3.1, in the case of the initial purchase, and Section 3.2, in the case of the initial purchase and all subsequent purchases (it being understood that Section 3.1 and Section 3.2 are not separately applicable to the purchase of Additional Loan Advances and such Additional Loan Advances shall be made in accordance with Article 8 of the Servicing Agreement). (g) On each Purchase Date specified in a Purchase Notice, with respect to the Portfolio Assets specified in such Purchase Notice, together with all Collections from the Cut-Off Date to the relevant Purchase Date (collectively the “Purchased Assets”), the Purchaser shall, upon satisfaction of the applicable conditions set forth in Article 3, pay to the Seller in same day funds an amount equal to the Aggregate Purchase Price by depositing such amount into the Seller’s Account or, if the Seller so elects in writing to the Purchaser on or before the applicable Purchase Date, the Purchaser shall credit the Seller’s Capital Account Ledger with an amount equal to all (or the portion of the Aggregate Purchase Price not paid in cash) of the Aggregate Purchase Price. Upon such payment and deposit or credit, as the case may be, all of the Seller’s beneficial ownership of such Purchased Assets subject to the related Purchase Notice shall be sold, assigned and transferred to the Purchaser on a fully serviced basis effective as of the related Cut-Off Date and the Seller will execute and deliver the Seller Assignment. (h) On each Purchase Date, the Seller shall provide to the Purchaser (prior to a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by delivery to the Cash Manager and following a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by deposit in the GIC Account) in respect of the Purchased Portfolio Assets acquired by the Purchaser on such date an amount equal to the aggregate Collections received by the Seller from the applicable Cut-Off Date to and including the date prior to such Purchase Date in respect of such Purchased Portfolio Assets.

Making Purchases. (a) The Acquirer Purchaser may from time to time enquire of the OriginatorSeller, or the Originator Seller may from time to time notify the AcquirerPurchaser, as to the availability of Portfolio Assets to be acquired by the Acquirer Purchaser from the Originator Seller pursuant to this Agreement. (b) Upon receiving notice or confirmation, as the case may be, that the Originator Seller has Portfolio Assets available for sale, the Originator Seller may from time to time deliver an irrevocable written notice in the form of Schedule 2.2(b) (each, a “Purchase Notice”) to the Acquirer Purchaser in accordance with Section 9.4 prior to 1:00 p.m. (Montréal Toronto time) on the Purchase Date. (c) Each Purchase Notice for a purchase of Loans shall: (i) specify the date (each, a “Purchase Date”) on which the purchase and sale of the Portfolio Assets identified in such Purchase Notice is to take place and the Cut-Off Date for such purchase; (ii) specify the Aggregate Purchase Price to be paid by the Acquirer Purchaser to the Originator Seller on the related Purchase Date for the Portfolio Assets identified in such Purchase Notice that are sold on a fully serviced basis; (iii) contain a listing of the Loans to be purchased on the Purchase Date including: (A) for each Loan subject to such Purchase Notice: (1) the OriginatorSeller’s identification number for such Loan; (2) the name of the Borrower in respect of such Loan; (3) the municipal street address, city, province and postal code of the related Mortgaged Property; (4) the aggregate amount advanced in respect of the Loan; (5) the rate of interest chargeable on each such Loan as of the related Cut-Off Date and whether such rate is fixed or variable; (6) if applicable, the date(s) on which adjustments in interest are to take place or may be effected by the lender pursuant to the Mortgage Terms in respect of the Loan; (7) the maturity date of such Loan; (8) if applicable, the remaining amortization period in respect of such Loan; (9) the Current Balance (excluding Capitalized Interest and Capitalized Arrears) of such Loan as of the related Cut-Off Date; (10) in the case of Variable Rate Loans, the name of the applicable index; and (11) type of Multiproduct Loan Loan, if other than Multiproduct an Equity Power Mortgage Loan. (B) for all Loans subject to such Purchase Notice, on an aggregate basis: (1) the highest and lowest interest rates chargeable on all of the Loans included in such Purchase Notice; (2) the weighted average amortization period for such applicable Loans (in months), if applicable; (3) the current index, prime or other reference rate(s) applicable to such Loans as at the related Cut-Off Date; (4) the number of Loans identified in the Purchase Notice; and (5) the aggregate Current Balance as of the related Cut-Off Date of such Loans. (d) If the Acquirer Purchaser agrees to the terms and conditions set out in the Purchase Notice it shall signify its acceptance thereof by executing and returning such Purchase Notice to the Originator Seller on the same day as the day of receipt thereof. (e) If the Acquirer Purchaser fails to accept such Purchase Notice within such period it shall be deemed to have declined to complete the proposed purchase on the terms and conditions set out in such Purchase Notice and this Agreement. (f) Upon its acceptance of a Purchase Notice, there shall exist a binding agreement between the Originator Seller and the Acquirer Purchaser for the sale by the Originator Seller and the purchase by the Acquirer Purchaser from the Originator Seller of all of the OriginatorSeller’s present and future right, title and interest in, to and under the Purchased Assets listed in the relevant Purchase Notice (which shall, for greater certainty, be deemed to include all present and future Additional Loan Advances as set forth in SectionSection 2.5) upon the terms and conditions of this Agreement including, without limitation, satisfaction of the conditions precedent in Section 3.1, in the case of the initial purchase, and Section 3.2, in the case of the initial purchase and all subsequent purchases (it being understood that Section 3.1 and Section 3.2 are not separately applicable to the purchase of Additional Loan Advances and such Additional Loan Advances shall be made in accordance with Article 8 of the Servicing Agreement). (g) On each Purchase Date specified in a Purchase Notice, with respect to the Portfolio Assets specified in such Purchase Notice, together with all Collections from the Cut-Off Date to the relevant Purchase Date (collectively the “Purchased Assets”), the Purchaser shall, upon satisfaction of the applicable conditions set forth in Article 3, pay to the Seller in same day funds an amount equal to the Aggregate Purchase Price by depositing such amount into the Seller’s Account or, if the Seller so elects in writing to the Purchaser on or before the applicable Purchase Date, the Purchaser shall credit the Seller’s Capital Account Ledger with an amount equal to all (or the portion of the Aggregate Purchase Price not paid in cash) of the Aggregate Purchase Price. Upon such payment and deposit or credit, as the case may be, all of the Seller’s beneficial ownership of such Purchased Assets subject to the related Purchase Notice shall be sold, assigned and transferred to the Purchaser on a fully serviced basis effective as of the related Cut-Off Date and the Seller will execute and deliver the Seller Assignment. (h) On each Purchase Date, the Seller shall provide to the Purchaser (prior to a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by delivery to the Cash Manager and following a downgrade by one or more Rating Agencies of the ratings of the Cash Manager below the Cash Management Deposit Ratings by deposit in the GIC Account) in respect of the Purchased Portfolio Assets acquired by the Purchaser on such date an amount equal to the aggregate Collections received by the Seller from the applicable Cut-Off Date to and including the date prior to such Purchase Date in respect of such Purchased Portfolio Assets.