Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate Commitment. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Documents. (b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed $700,000,000, (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the Seller (c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate CommitmentCommitment thereby terminating the Buyers’ Commitments in full. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Transaction Documents.
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed increase the then-current Maximum Aggregate Commitment by more than Fifty Million Dollars ($700,000,00050,000,000), (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the Seller
Seller is delivered to the Agent at least thirty (c30) If an days (or such shorter period of time as agreed to by Agent) before the requested effective date of the increase, (iv) no Default and no Event of Default has occurred and is continuing and (v) such increase shall only be in effect from the date of such increase until the first date thereafter that the Maximum Aggregate Commitment increases or decreases in accordance with Schedule BC (each, a “Temporary Increase Period”). Neither the Agent nor any Buyer shall be liable to the Seller or to any other Person in the event that the Agent determines not to endeavor to obtain, or endeavors to obtain but fails to obtain, increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers, or any combination thereof. In connection with any increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) aboveunder this paragraph, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to may require that this Agreement in a form acceptable be amended to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on effectuate such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretionincrease.
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, reduce or terminate the Maximum Aggregate Commitment, ratably, with such reduction in a minimum aggregate amount for all the Buyers of Five Million Dollars ($5,000,000), or, if more, in an integral multiple of One Hundred Thousand Dollars ($100,000); provided, however, that (a) at no time may the Aggregate Outstanding Purchase Price exceed the Maximum Aggregate Commitment after giving effect to any such reduction, and (b) unless terminated in full, the Maximum Aggregate Commitment shall not be reduced to less than Seventy Five Million Dollars ($75,000,000). Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Documents.
(b) If Provided Seller has not reduced or terminated the Maximum Aggregate Commitment under paragraph (a) of this Section, the Seller shall request in writing have a one-time option, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent a temporary increase in Agent, to reduce the Maximum Aggregate CommitmentCommitment ratably to Seventy Five Million Dollars ($75,000,000); provided, however, that at no time may the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as Aggregate Outstanding Purchase Price exceed the Agent shall elect, to achieve such requested increase; provided that (i) Maximum Aggregate Commitment after giving effect to such increases, reduction. In the event that Seller exercises the option to reduce the Maximum Aggregate Commitment shall under this paragraph (b), so long as no Default or Event of Default has occurred and is continuing and Seller has not exceed $700,000,000, (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the Seller
(c) If an increase in reduced or terminated the Maximum Aggregate Commitment is achieved pursuant to clause under paragraph (ba) aboveof this Section, then Seller shall have the a one-time option, without premium or penalty, upon not less than five (i5) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable Business Days prior written notice to the Agent, and if requested by to increase the Agent, an administrative questionnaire in a form acceptable Maximum Aggregate Commitment ratably back to the Agentoriginal amount of One Hundred Fifty Million Dollars ($150,000,000). If Seller reduces or terminates the Maximum Aggregate Commitment under paragraph (a) of this Section, Seller’s rights under this paragraph (iiib) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretionterminate.
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate CommitmentCommitment thereby terminating the Buyers’ Commitments in full. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Transaction Documents.
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed increase the then-current Maximum Aggregate Commitment by more than Fifty Million Dollars ($700,000,00050,000,000), (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the SellerSeller is delivered to the Agent at least thirty (30) days (or such shorter period of time as agreed to by Agent) before the requested effective date of the increase, (iv) no Default and no Event of Default has occurred and is continuing and (v) such increase shall only be in effect from the date of such increase until the first date thereafter that the Maximum Aggregate Commitment increases or decreases in accordance with Schedule BC (each, a “Temporary Increase Period”). Neither the Agent nor any Buyer shall be liable to the Seller or to any other Person in the event that the Agent determines not to endeavor to obtain, or endeavors to obtain but fails to obtain, increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers, or any combination thereof. In connection with any increase in the Maximum Aggregate Commitment under this paragraph, Agent may require that this Agreement be amended to effectuate such increase.
(c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.administrative
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate CommitmentCommitment thereby terminating the Buyers’ Commitments in full. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Transaction Documents.
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed increase the then-current Maximum Aggregate Commitment by more than Fifty Million Dollars ($700,000,00050,000,000), (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the SellerSeller is delivered to the Agent at least thirty (30) days (or such shorter period of time as agreed to by Agent) before the requested effective date of the increase, (iv) no Default and no Event of Default has occurred and is continuing and (v) such increase shall only be in effect from the date of such increase until the first date thereafter that the Maximum Aggregate Commitment increases or decreases in accordance with Schedule BC (each, a “Temporary Increase Period”). Neither the Agent nor any Buyer shall be liable to the Seller or to any other Person in the event that the Agent determines not to endeavor to obtain, or endeavors to obtain but fails to obtain, increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers, or any combination thereof. In connection with any increase in the Maximum Aggregate Commitment under this paragraph, Agent may require that this Agreement be amended to effectuate such increase.
(c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.. MASTER REPURCHASE AGREEMENT – Page 36 13312-786/M/I Financial Warehouse Facility
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate Commitment. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Documents.pursuant
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed $700,000,000250,000,000, (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the SellerSeller is delivered to the Agent at least thirty (30) days (or such shorter period of time as agreed to by Agent) before the requested effective date of the increase, (iv) no Default and no Event of Default has occurred and is continuing and (v) such increase shall only be in effect from the date of such increase until the first date thererafter that the Maximum Aggregate Commitment increases or decreases in accordance with Schedule BC (each, a “Temporary Increase Period”). Neither the Agent nor any Buyer shall be liable to the Seller or to any other Person in the event that the Agent determines not to endeavor to obtain, or endeavors to obtain but fails to obtain, increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers, or any combination thereof.
(c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller Borrower and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate Commitment. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Documents.
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed $700,000,000480,000,000, (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the SellerSeller 35 Bodman_16842095_7
(c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.
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Optional Termination, Reduction and Increase of Buyers’ Commitments. (a) The Seller may, at any time, without premium or penalty, upon not less than five (5) Business Days prior written notice to the Agent, terminate the Maximum Aggregate CommitmentCommitment thereby terminating the Buyers’ Commitments in full. Upon termination in full of the Buyers’ Commitments pursuant to this Section 2.6, the Seller shall pay to the Agent for the ratable benefit of the Buyers the full amount of all outstanding Obligations under the Repurchase Transaction Documents.
(b) If the Seller shall request in writing to the Agent a temporary increase in the Maximum Aggregate Commitment, the Agent, at its discretion, shall endeavor to obtain increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers or such combination thereof as the Agent shall elect, to achieve such requested increase; provided that (i) after giving effect to such increases, the Maximum Aggregate Commitment shall not exceed increase the then-current Maximum Aggregate Commitment by more than Fifty Million Dollars ($700,000,00050,000,000), (ii) no Buyer shall have an obligation to increase its Committed Sum, (iii) such written request by the SellerSeller is delivered to the Agent at least thirty (30) days (or such shorter period of time as agreed to by Agent) before the requested effective date of the increase, (iv) no Default and no Event of Default has occurred and is continuing and (v) such increase shall only be in effect from the date of such increase until the first date thereafter that the Maximum Aggregate Commitment increases or decreases in accordance with Schedule BC (each, a “Temporary Increase Period”). Neither the Agent nor any Buyer shall be liable to the Seller or to any other Person in the event that the Agent determines not to endeavor to obtain, or endeavors to obtain but fails to obtain, increased Committed Sums from existing Buyers, new Commitments from prospective new Buyers, or any combination thereof. In connection with any increase in the Maximum Aggregate Commitment under this paragraph, Agent may require that this Agreement be amended to effectuate such increase.
(c) If an increase in the Maximum Aggregate Commitment is achieved pursuant to clause (b) above, then (i) the Pro Rata ownership interest in the Purchased Loans of each Buyer shall, following funding by the new or increasing Buyers and for the duration of the applicable Temporary Increase Period, be appropriately adjusted following the funding of new and increasing Buyers and application of such amounts received to the other Buyers who did not increase their Committed Sums, (ii) each new Buyer shall execute and deliver to the Agent a joinder to this Agreement in a form acceptable to the Agent, and if requested by the Agent, an administrative questionnaire in a form acceptable to the Agent, (iii) Schedule BC shall be updated and the updates executed and delivered by the Agent to the Seller and each of the Buyers and, effective as of the date specified on such updates, shall each automatically supersede and replace the then-existing corresponding schedule for all purposes and (iv) such amendments, acknowledgments, consents, instruments and other documents shall have been executed and delivered and/or obtained by Seller and/or the Buyers providing the applicable increase as required by the Agent, in its discretion.been
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