Common use of Close-Out Netting and Setoff Clause in Contracts

Close-Out Netting and Setoff. A. Upon termination of this Agreement, without limiting any other provision of this Agreement or any Transaction Document, any member of the ACC Group may aggregate, setoff and net against any Obligations of any Luminent Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by any Luminent Entity to any member of the ACC Group in connection with such terminated Transactions. In addition, upon termination under this Section, any member of the ACC Group may aggregate, setoff and net against any Obligations of any Luminent Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by any member of the ACC Group to any Luminent Entity in connection with such terminated Transactions. Thereupon, the only delivery obligation of any of the parties in connection with such Transactions will be for the parties to deliver such Collateral or a net cash payment, as the case may be, as may be required after giving effect to such aggregation, netting and setoff. B. The method by which the parties hereto will value such Collateral for such netting and setoff purposes will be determined by the method prescribed in the applicable agreement or, in the absence of a prescribed method, by the ACC Entities in a commercially reasonable manner. C. In the alternative, the ACC Group may net and setoff amounts pursuant to this Section in accordance with the netting and setoff rights specified in Section 3. D. Each ACC Entity shall aggregate any gains, losses and costs with respect to all transactions into a single net amount (the “Settlement Amount”). It is expressly agreed that the ACC Entities shall not be required to enter into replacement transactions in order to determine the Settlement Amount. The ACC Group and the Luminent Group will provide one another with a statement showing, in reasonable detail, their calculations of gains, losses and costs, including all relevant quotations and specifying any amount payable, and giving details of the relevant account to which any amount payable is to be paid.

Close-Out Netting and Setoff. A. Upon termination of this Agreement, without limiting any other provision of this Agreement or any Transaction Document, WBNA, Wachovia Investment, Wachovia Capital or any member of the ACC Group other Wachovia Entity may aggregate, setoff and net against any Obligations of any Luminent Novastar Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by any Luminent Novastar Entity to any member of the ACC Group Wachovia Entity in connection with such terminated Transactions. In addition, upon termination under this SectionAgreement, WBNA, Wachovia Investment, Wachovia Capital or any member of the ACC Group other Wachovia Entity may aggregate, setoff and net against any Obligations of any Luminent Novastar Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by WBNA, Wachovia Investment, Wachovia Capital or any member of the ACC Group other Wachovia Entity to any Luminent Novastar Entity in connection with such terminated Transactions. Thereupon, the only delivery obligation of any of the parties in connection with such Transactions will be for the parties to deliver such Collateral or a net cash payment, as the case may be, as may be required after giving effect to such aggregation, netting and setoff. B. The method by which the parties hereto will value such Collateral for such netting and setoff purposes will be determined by the method prescribed in the applicable agreement or, in the absence of a prescribed method, by the ACC Wachovia Entities in a commercially reasonable manner. C. In the alternative, the ACC Group WBNA, Wachovia Investment, Wachovia Capital or any other Wachovia Entity may net and setoff amounts pursuant to this Section in accordance with the netting and setoff rights specified in Section 3. D. Each ACC Wachovia Entity shall aggregate any gains, losses and costs with respect to all transactions into a single net amount (the “"Settlement Amount”"). It is expressly agreed that the ACC Wachovia Entities shall not be required to enter into replacement transactions in order to determine the Settlement Amount. The ACC Wachovia Group and the Luminent Novastar Group will provide one another with a statement showing, in reasonable detail, their calculations of gains, losses and costs, including all relevant quotations and specifying any amount payable, and giving details of the relevant account to which any amount payable is to be paid.

Close-Out Netting and Setoff. A. Upon termination of this AgreementAgreement following the occurrence and during the continuation of an Event of Default, without limiting any other provision of this Agreement or any Transaction Document, any member of the ACC Group [ ] may aggregate, setoff and net against any Obligations of any Luminent Nationstar Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by any Luminent Nationstar Entity to any member of the ACC Group [ ] in connection with such terminated Transactions. In addition, upon termination under this Section, any member of the ACC Group [ ] may aggregate, setoff and net against any Obligations of any Luminent Nationstar Entity any Collateral, or the value thereof, pledged by or required to be delivered or paid by any member of the ACC Group [ ] to any Luminent Nationstar Entity in connection with such terminated Transactions. Thereupon, the only delivery obligation of any of the parties in connection with such Transactions will be for the parties to deliver such Collateral or a net cash payment, as the case may be, as may be required after giving effect to such aggregation, netting and setoff. B. The method by which the parties hereto will value such Collateral for such netting and setoff purposes will be determined by the method prescribed in the applicable agreement or, in the absence of a prescribed method, by the ACC [ ] Entities in a commercially reasonable manner. C. In the alternative, the ACC Group [ ] may net and setoff amounts pursuant to this Section in accordance with the netting and setoff rights specified in Section 3. D. Each ACC [ ] Entity shall aggregate any gains, losses and costs with respect to all transactions into a single net amount (the “Settlement Amount”). It is expressly agreed that the ACC [ ] Entities shall not be required to enter into replacement transactions in order to determine the Settlement Amount. The ACC Group [ ] and the Luminent Nationstar Group will provide one another with a statement showing, in reasonable detail, their calculations of gains, losses and costs, including all relevant quotations and specifying any amount payable, and giving details of the relevant account to which any amount payable is to be paid.