Common use of INITIATION; CONFIRMATION; TERMINATION; FEES Clause in Contracts

INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller may, from time to time, prior to the Facility Termination Date, request that Buyer enter into a Transaction with respect to one or more New Assets. Seller shall initiate each request by submitting a Preliminary Due Diligence Package for Buyer’s review and approval in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset if, immediately after the purchase of such New Asset, the Aggregate Repurchase Price (including the proposed Purchase Price of such New Asset) would exceed the Facility Amount. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or any other Transaction Document, Buyer shall be entitled to make a determination, in Buyer’s sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.

Appears in 3 contracts

Samples: Master Repurchase and Securities Contract Agreement (NorthStar Real Estate Income II, Inc.), Master Repurchase and Securities Contract Agreement (Colony NorthStar Credit Real Estate, Inc.), Master Repurchase and Securities Contract Agreement (NorthStar Real Estate Income Trust, Inc.)

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INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller may, from time to time, may prior to the Facility Termination Date, from time to time request that Buyer enter into a Transaction with respect to one or more New Assets. Seller shall initiate each request Assets by submitting a Preliminary Due Diligence Package for Buyer’s review and approval, which approval shall be in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset if, immediately after the purchase of such New Asset, the Aggregate Repurchase Price (including the proposed Purchase Price of such New Asset) would exceed the Facility Amount. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or in any other Transaction Document, Buyer shall be entitled to make a determinationdetermine, in Buyer’s its sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.

Appears in 2 contracts

Samples: Bailee Agreement (Resource Capital Corp.), Bailee Agreement (TPG RE Finance Trust, Inc.)

INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller maymay prior to the earlier to occur of the Facility Termination Date and the commencement of a Wind Down Period, from time to time, prior to the Facility Termination Date, time request that Buyer enter into a Transaction with respect to one or more New Assets. Seller shall initiate each request Assets by submitting a Preliminary Due Diligence Package for Buyer’s review and approval, which approval shall be in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset if, (x) immediately after the purchase of such New Asset, the Aggregate Repurchase Price (including the proposed Purchase Price of such New Asset) would exceed the Facility AmountAmount or (y) a Wind Down Period has commenced. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or in any other Transaction Document, Buyer shall be entitled to make a determinationdetermine, in Buyer’s its sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.

Appears in 2 contracts

Samples: Master Repurchase and Securities Contract Agreement (KKR Real Estate Finance Trust Inc.), Master Repurchase and Securities Contract Agreement (KKR Real Estate Finance Trust Inc.)

INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller may, from time to time, prior to the Facility Termination Date, request that Buyer enter into a Transaction with respect to one or more New Assets. Seller shall initiate each request by submitting a Preliminary Due Diligence Package for Buyer’s review and approval in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset if, immediately after the purchase of such New Asset, (i) the Aggregate Repurchase Price (including the proposed Purchase Price of such New Asset) would exceed the Facility AmountAmount or (ii) the Aggregate Foreign Asset Repurchase Price (including the proposed Purchase Price of such New Asset if it is a New Foreign Asset) would exceed the Foreign Asset Facility Sub-Limit. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or any other Transaction Document, Buyer shall be entitled to make a determination, in Buyer’s sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.

Appears in 1 contract

Samples: Bailee Agreement (Colony Credit Real Estate, Inc.)

INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller may, from time to time, prior to the Facility Termination Date, request that Buyer enter into a Transaction with respect to one or more New Assets. Seller shall initiate each request by submitting a Preliminary Due Diligence Package for Buyer’s review and approval, which approval shall be in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset if, immediately after the purchase of such New Asset, the Aggregate Repurchase Price (including the proposed Purchase Price of such New Asset) would exceed the Facility Amount. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or in any other Transaction Document, Buyer shall be entitled to make a determinationdetermine, in Buyer’s its sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.

Appears in 1 contract

Samples: Master Repurchase and Securities Contract Agreement (LoanCore Realty Trust, Inc.)

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INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Seller may, from time to time, prior to the Facility Termination Date, request that Buyer enter into a Transaction with respect to one or more New AssetsLoans. Seller shall initiate each request by submitting a Preliminary Due Diligence Package for Buyer’s review and approval in Buyer’s sole good faith discretion. Notwithstanding anything to the contrary herein, Buyer shall have no obligation to consider for purchase any New Asset Loan if, immediately after the purchase of such New AssetLoan, the Aggregate Repurchase Price (including the proposed Purchase Price of such New AssetLoan) would exceed the Facility Amount. Buyer and its representatives shall have the right to review all New Assets Loans proposed to be sold to Buyer in any Transaction and to conduct its own due diligence investigation of such New Assets Loans as Buyer determines is reasonably necessary in Buyer’s sole good faith discretion. Seller agrees to reimburse Buyer promptly for its Diligence Fees upon request for payment or reimbursement thereof. Notwithstanding any provision to the contrary herein or any other Transaction Document, Buyer shall be entitled to make a determination, in Buyer’s its sole good faith discretion, whether a New Asset Loan qualifies as an Eligible Asset Loan or whether to reject any New Asset Loan proposed to be sold to Buyer by Seller.

Appears in 1 contract

Samples: Master Repurchase Agreement (Starwood Property Trust, Inc.)

INITIATION; CONFIRMATION; TERMINATION; FEES. (a) Each Seller may, from time to time, prior to time during the Facility Termination DateRevolving Period, request that Buyer enter into a Transaction with respect to one or more New AssetsMortgage Loans proposed to be sold to Buyer by such Seller (or any Purchase Price Increase in connection with any Purchased Loan already subject to a Transaction). Such Seller shall initiate each request by submitting the Purchased Loan Information for each Mortgage Loan (or, to the extent the Transaction involves a Preliminary Due Diligence Package Purchase Price Increase, a request for Buyera Purchase Price Increase) (a “Transaction Request”) to Repo Agent for Repo Agent’s review and approval. All fundings are subject to Repo Agent’s approval in Buyer’s its sole good faith and absolute discretion. Notwithstanding anything This Agreement is not a commitment by Buyer to enter into Transactions with either Seller but rather sets forth the contrary herein, procedures to be used in connection with periodic requests for Buyer shall have to enter into Transactions with each Seller. Each Seller hereby acknowledges that Buyer is under no obligation to consider for agree to enter into, or to enter into, any Transaction, to purchase any New Asset if, immediately after the purchase of such New Asset, the Aggregate Repurchase Price (including the proposed Mortgage Loan or to fund any Purchase Price of such New Asset) would exceed the Facility AmountIncrease pursuant to this Agreement. Buyer and its representatives shall have the right to review all New Assets proposed to be sold to Buyer Mortgage Loans in connection with any Transaction and to conduct its own due diligence investigation of such New Assets Mortgage Loans, pursuant to Section 20, as Buyer determines is necessary in Buyer’s sole good faith discretion. Notwithstanding any provision to the contrary herein or any other Transaction Document, Buyer shall be entitled to make a determination, in Buyer’s sole good faith discretion, whether a New Asset qualifies as an Eligible Asset or whether to reject any New Asset proposed to be sold to Buyer by Seller.and absolute

Appears in 1 contract

Samples: Master Repurchase Agreement (Angel Oak Mortgage, Inc.)

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