Common use of Clean Up Call Clause in Contracts

Clean Up Call. In addition to the Sellers’ rights pursuant to Section 1.3, the Sellers shall have the right, upon two Business Days’ prior written notice to the Agent and the Purchasers, at any time following the reduction of the Aggregate Capital to a level that is less than 20.0% of the Purchase Limit hereunder, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and Managing Agents in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Collateral Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing the Administrator and each Purchaser Agent with at least two (2) Business Days’ Days prior written notice to the Agent and the Purchasersnotice), at any time following the reduction of the Aggregate Capital Invested Amount to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser InterestsReceivable Interests plus any Broken Funding Costs. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available fundsfunds in accordance with Section 2.3(b). Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser, any Purchaser Agent or the AgentAdministrator.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Administrative Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Administrative Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the each Managing Agent and the PurchasersAdministrative Agent in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Administrative Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing at least two (2) Business Days’ ' prior written notice to the Agent and the PurchasersAgent), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Receivable Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and Agents (with a copy thereof to the PurchasersAdministrative Agent) in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0100.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available fundsfunds to the Agents. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Agent or the Administrative Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and Funding Agents (with a copy thereof to the PurchasersAgent) in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0100.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available fundsfunds to the Funding Agents. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Funding Agent or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and each Managing Agent in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the Purchase Limit hereundermaximum Aggregate Capital outstanding at any time since the date hereof, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing at least two (2) Business Days’ ' prior written notice to the Agent and the PurchasersAgent), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ ' rights pursuant to Section 1.3, the Sellers shall have the right, upon two Business Days’ ' prior written notice to the Agent and the Purchasers, at any time following the reduction of the Aggregate Capital to a level that is less than 20.0% of the original Purchase Limit hereunder, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.. THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing two (2) Business Days’ prior Days written notice to the Agent and the PurchasersAgentManaging Agents), at any time following the reduction of the Aggregate Capital to a level that is less than 20.025.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind bykind, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and Funding Agents (with a copy thereof to the PurchasersAgent) in accordance with the Required Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0100.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available fundsfundsto the Funding Agents. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Funding Agent or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.015.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0or equal to 100.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.. ARTICLE III

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing two (2) Business Days’ prior Days written notice to the Agent, which notice shall be promptly delivered by the Agent and to the PurchasersManaging Agents), at any time following the reduction of the Aggregate Capital to a level that is less than 20.025.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind bykind, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent, other than as to the non-creation of any Adverse Claim on such Purchaser Interests by the Purchasers and the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon on not less than two (2) Business Days’ prior written notice to the Agent and the PurchasersAgent, at any time following the reduction of the Aggregate Capital to a level that is less than 20.015.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon right (after providing two (2) Business Days’ prior Days written notice to the Agent and the PurchasersAgent), at any time following the reduction of the Aggregate Capital to a level that is less than 20.025.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind bykind, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant ------------- to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to ----------- the Agent and Managing Agents in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser Purchaser, any Managing Agent or the Collateral Agent.

Clean Up Call. In addition to the Sellers’ Seller's rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two right (after providing three (3) Business Days’ prior ' written notice to the Agent and the PurchasersAgent), at any time following the reduction of the Aggregate Capital to a level that is less than 20.0% ten percent (10.00%) of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.

Clean Up Call. In addition to the Sellers’ Seller’s rights pursuant to Section 1.3, the Sellers Seller shall have the right, upon two Business Days’ prior right (after providing written notice to the Agent and in accordance with the PurchasersRequired Notice Period), at any time following the reduction of the Aggregate Capital to a level that is less than 20.010.0% of the original Purchase Limit hereunderLimit, to repurchase from the Purchasers all, but not less than all, of the then outstanding Purchaser Interests. The purchase price in respect thereof shall be an amount equal to the Aggregate Unpaids (including any Broken Funding Costs arising as a result of such repurchase) through the date of such repurchase, payable in immediately available funds. Such repurchase shall be without representation, warranty or recourse of any kind by, on the part of, or against any Purchaser or the Agent.