Non-Extending Noteholder Payments Clause Samples

Non-Extending Noteholder Payments. On October 31, 2017, (i) HVF II shall pay or cause to be paid to the Non-Extending Noteholder (A) the Class A Investor Group Principal Amount with respect to the Non-Extending Noteholder as of such date and (B) any accrued and unpaid interest and fees with respect to the Non-Extending Noteholder as of such date, (ii) the Class A Maximum Investor Group Principal Amount with respect to the Non-Extending Noteholder shall be permanently reduced to zero, (iii) upon the payment of the amounts required pursuant to clause (i) of this sentence, the Non-Extending Noteholder shall surrender its Class A Note to the Trustee for cancellation, (iv) notwithstanding anything herein to the contrary, HVF II may use the proceeds of any Class A Advances and/or Class B Advances received on October 31, 2017, to make the payments to the Non-Extending Noteholder required pursuant to clause (i) of this sentence and (v) the Administrative Agent shall revise Schedule II to remove the Non-Extending Noteholder, which revision, for the avoidance of doubt, shall not require the consent of the Trustee or any Series 2013-B Noteholder. Upon the payments required pursuant to clause (i) of the preceding sentence, the Non-Extending Noteholder and its related Class A Investor Group shall cease to be a party to this Series Supplement.
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Non-Extending Noteholder Payments. On March 31, 2020, (i) HVF II shall effect a Class A Voluntary Decrease, a Class B Voluntary Decrease and a Class C Voluntary Decrease (without any further notice thereof, notwithstanding anything in this Agreement to the contrary) and shall pay or cause to be paid to the Non-Extending Noteholder (A) the Class A Investor Group Principal Amount, the Class B Investor Group Principal Amount and the Class C Investor Group Principal Amount, in each case, with respect to the Non-Extending Noteholder as of such date and (B) any accrued and unpaid interest and fees with respect to the Non-Extending Noteholder as of such date, (ii) each of the Class A Maximum Investor Group Principal Amount, the Class B Maximum Investor Group Principal Amount and the Class C Maximum Investor Group Principal Amount with respect to the Non-Extending Noteholder shall be automatically and permanently reduced to zero, (iii) each of the Class A Maximum Principal Amount, the Class B Maximum Principal Amount and the Class C Maximum Principal Amount, respectively, shall be automatically reduced by the amount of the reductions effected pursuant to clause (ii) of this sentence, (iv) upon the payment of the amounts required pursuant to clause (i) of this sentence, the Non-Extending Noteholder shall surrender its Class A Note, Class B Note and Class C Note to the Trustee for cancellation, (v) notwithstanding anything herein to the contrary, HVF II may use the proceeds of any Class A Advances, Class B Advances, Class C Advances and/or Class D Advances received on March 31, 2020, to make the payments to the Non-Extending Noteholder required pursuant to clause (i) of this sentence, (vi) the Administrative Agent shall revise Schedule II, Schedule IV and Schedule V to remove the Non-Extending Noteholder, which revisions, for the avoidance of doubt, shall not require the consent of the Trustee or any Series 2013-A Noteholder and (vii) for the avoidance of doubt, the Non-Extending Noteholder shall be deemed to be a Class A Terminated Purchaser, a Class B Terminated Purchaser and a Class C Terminated Purchaser as of such date. Upon the payments required pursuant to clause (i) of the preceding sentence, the Non-Extending Noteholder and its related Class A Investor Group, Class B Investor Group and Class C Investor Group shall cease to be a party to this Series Supplement.
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Non-Extending Noteholder Payments. (i) On March 31, 2021, HVF II shall effect a Class A Voluntary Decrease, a Class B Voluntary Decrease and a Class C Voluntary Decrease (without any further notice thereof, notwithstanding anything in this Agreement to the contrary) and shall pay or cause to be paid to each Non-Extending Noteholder, if any (A) the Class A Investor Group Principal Amount, the Class B Investor Group Principal Amount and the Class C Investor Group Principal Amount, if any, in each case, with respect to such Non-Extending Noteholder as of such date and (B) any accrued and unpaid interest and fees with respect to such Non-Extending Noteholder as of such date (ii) In connection with the payment to each Non-Extending Noteholder pursuant to clause (i) of this Section 2.3(e) on March 31, 2021, if any, or any payment to a Non-Extending Noteholder prior to March 31, 2021 pursuant to Sections 9.2(a), (b) and (c) that reduces each of such Non-Extending Noteholder’s Class A Investor Group Principal Amount, Class B Investor Group Principal Amount and Class C Investor Group Principal Amount to zero, A. each of the Class A Maximum Investor Group Principal Amount, the Class B Maximum Investor Group Principal Amount and the Class C Maximum Investor Group Principal Amount with respect to such Non-Extending Noteholder shall be automatically and permanently reduced to zero,
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Related to Non-Extending Noteholder Payments

  • Repurchase of Mortgage Loans with First Payment Defaults With respect to any Mortgage Loan, in the event that the first scheduled payment of principal and interest due either (i) after origination of such Mortgage Loan, or (ii) after the related Closing Date is not paid within sixty (60) days of the related Due Date, the Seller, at the Purchaser's option, shall repurchase such Mortgage Loan from the Purchaser at the Repurchase Price. The Seller shall repurchase such delinquent Mortgage Loan within thirty (30) days of such request unless the Seller can provide evidence reasonably acceptable to the Purchaser in its good faith discretion that such delinquency was due to a servicing error. Notwithstanding the foregoing, the Purchaser may, in its sole discretion, elect to submit for the Seller's consideration a revised Purchase Price Percentage (as defined in the related Purchase Price and Terms Agreement) (in each case, a "Revised Pricing Offer") with respect to any such Mortgage Loan. Thereafter, the Seller shall accept or reject such Revised Pricing Offer. In the event the Seller rejects a Revised Pricing Offer, the applicable Mortgage Loan shall be repurchased pursuant to the previous paragraph. In the event the Seller accepts a Revised Pricing Offer with respect to any such Mortgage Loan (such loan, a "Repriced Mortgage Loan") the Seller shall refund to the Purchaser an amount equal to (i) the product of (x) the difference between the original related Purchase Price Percentage and (y) the applicable Revised Pricing Offer, and (ii) the outstanding principal balance of such Repriced Mortgage Loan as of the related Cut-off Date (such product, in each case, the "Repricing Adjustment"), plus accrued interest on such Repricing Adjustment calculated at the federal funds rate as of the related Closing Date. Such amount shall be paid by the Seller to the Purchaser within thirty (30) days thereof.

  • Termination Upon Distribution to Noteholders This Indenture and the respective obligations and responsibilities of the Issuer and the Indenture Trustee created hereby shall terminate upon the distribution to the Noteholders, the Certificate Paying Agent on behalf of the Certificateholders and the Indenture Trustee of all amounts required to be distributed pursuant to Article III; provided, however, that in no event shall the trust created hereby continue beyond the expiration of 21 years from the death of the survivor of the descendants of ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, the late ambassador of the United States to the Court of St. James's, living on the date hereof.

  • REMIC Certificate Maturity Date Solely for purposes of satisfying Section 1.860G-1(a)(4)(iii) of the Treasury Regulations, the "latest possible maturity date" of the regular interests in the Upper-Tier REMIC, Middle-Tier REMIC and Lower-Tier REMIC is October 25, 2035.

  • Defaulted Amounts; Investor Charge-Offs (a) On each Determination Date, the Servicer shall calculate the Class A Investor Default Amount, if any, for the related Distribution Date. If, on any Distribution Date, the Class A Required Amount for the related Monthly Period exceeds the sum of (x) the amount of Reallocated Principal Collections allocated to Series 2022-2 with respect to such Monthly Period and (y) the amount of Excess Spread and the Excess Finance Charge Collections allocable to Series 2022-2 with respect to such Monthly Period, the Collateral Invested Amount, if any, will be reduced by the amount of such excess, but not by more than the Class A Investor Default Amount for such Distribution Date. In the event that such reduction would cause the Collateral Invested Amount to be a negative number, the Collateral Invested Amount will be reduced to zero and the Class B Invested Amount shall be reduced by the amount by which the Collateral Invested Amount would have been reduced below zero, but not by more than the excess, if any, of the Class A Investor Default Amount for such Distribution Date over the amount of such reduction, if any, of the Collateral Invested Amount with respect to such Distribution Date. In the event that such reduction would cause the Class B Invested Amount to be a negative number, the Class B Invested Amount shall be reduced to zero, and the Class A Invested Amount shall be reduced by the amount by which the Class B Invested Amount would have been reduced below zero, but not by more than the excess, if any, of the Class A Investor Default Amount for such Distribution Date over the aggregate amount of the reductions, if any, of the Collateral Invested Amount and the Class B Invested Amount for such Distribution Date (a “Class A Investor Charge-Off”). Class A Investor Charge-Offs shall thereafter be reimbursed and the Class A Invested Amount increased (but not by an amount in excess of the aggregate unreimbursed Class A Investor Charge-Offs) on any Distribution Date by the amount of Excess Spread and Excess Finance Charge Collections allocated and available for that purpose pursuant to subsection 4.07(b). References to “negative numbers” above shall be determined without regard to the requirement that the Invested Amount of a Class not be reduced below zero. (b) On each Determination Date, the Servicer shall calculate the Class B Investor Default Amount, if any, for the related Distribution Date. If, on any Distribution Date, the Class B Required Amount for such Distribution Date exceeds the sum of (x) the amount of Excess Spread and Excess Finance Charge Collections allocated to Series 2022-2 with respect to the related Monthly Period which are allocated and available to pay such amount pursuant to subsection 4.07(d) and (y) the Reallocated Principal Collections allocable to the Collateral Interest and not required to pay the Class A Required Amount with respect to such Distribution Date, then the Collateral Invested Amount shall be reduced by the amount of such excess. In the event that such reduction would cause the Collateral Invested Amount to be a negative number, the Collateral Invested Amount shall be reduced to zero, and the Class B Invested Amount shall be reduced by the amount by which the Collateral Invested Amount would have been reduced below zero, but not by more than the excess, if any, of the Class B Investor Default Amount for such Distribution Date over the amount of such reduction, if any, of the Collateral Invested Amount with respect to such Distribution Date (a “Class B Investor Charge-Off”). Class B Investor Charge-Offs shall thereafter be reimbursed and the Class B Invested Amount increased (but not by an amount in excess of the aggregate unreimbursed Class B Investor Charge-Offs) on any Distribution Date by the amount of Excess Spread and Excess Finance Charge Collections allocated and available for that purpose pursuant to subsection 4.07(e). References to “negative numbers” above shall be determined without regard to the requirement that the Invested Amount of a Class not be reduced below zero. (c) On each Determination Date, the Servicer shall calculate the Collateral Default Amount. If on any Distribution Date the Collateral Default Amount for the previous Monthly Period exceeds the amount of Excess Spread and Excess Finance Charge Collections allocated to Series 2022-2 with respect to the related Monthly Period which are allocated and available to pay such amount pursuant to subsection 4.07(h), the Collateral Invested Amount will be reduced by the amount of such excess but not by more than the lesser of the Collateral Default Amount and the Collateral Invested Amount for such Distribution Date (a “Collateral Charge-Off”). The Collateral Invested Amount will be reimbursed after any reduction pursuant to this Section 4.06 on any Distribution Date by the amount of Excess Spread and Excess Finance Charge Collections allocated and available on such Distribution date for that purpose as described under subsection 4.07(i).

  • Termination upon Liquidation or Purchase of all Mortgage Loans (a) The obligations and responsibilities of the Depositor, the Transferor, the Master Servicer, the Trust Administrator and the Trustee created hereby with respect to the Trust Fund shall terminate upon the earlier of (i) the purchase, in accordance with this Section 10.01, of all Mortgage Loans (and REO Properties) remaining in the Trust Fund at the price equal to the sum of (x) the aggregate Clean-up Call Mortgage Loan Price for all the Mortgage Loans and (y) the aggregate Clean-up Call REO Property Price for all the REO Properties, and (ii) the later of (x) the maturity or other liquidation (or any Advance with respect thereto) of the last Mortgage Loan remaining in the Trust Fund and the disposition of all REO Property and (y) the distribution to the Holders of the Certificates of all amounts required to be distributed to them pursuant to this Agreement. In no event shall the trusts created hereby continue beyond the earlier of (i) the expiration of 21 years from the death of the survivor of the descendants of ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, the late Ambassador of the United States to the Court of St. James’s, living on the date hereof and (ii) the Latest Possible Maturity Date. The right of the Master Servicer to elect to exercise its termination rights pursuant to this clause (a) shall be conditioned upon the Aggregate Pool Principal Balance, at the time of any such repurchase, aggregating less than ten percent (10%) of the aggregate Cut-off Date Principal Balance of the Mortgage Loans. (b) Within two (2) Business Days after the Master Servicer has elected to exercise its termination rights pursuant to Section 10.01(a), the Master Servicer shall deliver a bid notice for the Mortgage Loans and the REO Properties to UBS Securities LLC and at least two other institutions that are regular purchasers and/or sellers in the secondary market of residential whole Mortgage Loans. The bid notice shall specify the Mortgage Loans and the REO Properties that are being sold, and identify the aggregate Clean-up Call REO Property Price required to be paid for the REO Properties and the other information necessary for the bidders to make bids. The Master Servicer shall also be entitled to submit a bid for the Mortgage Loans and the REO Properties. All bids must be submitted to the Master Servicer on a date determined by the Master Servicer, which date shall be set forth in the bid notice. Only cash bids may be accepted. With respect to the Mortgage Loans to be purchased, if one or more bids that exceed the aggregate Par Call Price are received, the Fair Market Value Call Price for the Mortgage Loans shall be equal to the price bid by the highest bidder, and such bidder shall complete the purchase of the Mortgage Loans and the REO Properties from the Trust Fund at the aggregate Clean-up Call Mortgage Loan Price for the Mortgage Loans and the aggregate Clean-up Call REO Property Price for the REO Properties before the final Distribution Date. With respect to the Mortgage Loans to be purchased, if fewer than three bids are received or no bid exceeds the aggregate of the Par Call Price for the Mortgage Loans, the Fair Market Value Call Price shall be zero and the Master Servicer shall complete the purchase of the Mortgage Loans and the REO Properties from the Trust Fund at the aggregate Clean-up Call Mortgage Loan Price for the Mortgage Loans and the aggregate Clean-up Call REO Property Price for the REO Properties before the final Distribution Date.