Margin Account Maintenance Clause Samples

Margin Account Maintenance. (a) If at any time the Purchaser determines (based on such factors as the Purchaser determines to rely on in its sole discretion, including, but not limited to, a credit analysis of the Underlying Properties and the current market conditions for the Purchased Asset) that the Margin Base is less than the aggregate Purchase Price for all outstanding Transactions (in each case, the aggregate amount of such difference being a “Margin Deficit”), then the Purchaser may, by delivery of a Margin Deficit Notice to the Seller (which shall include the methodology utilized by the Purchaser to determine the Margin Deficit), require the Seller to transfer to the Purchaser cash or Eligible Assets with an Asset Value in the amount of the Margin Deficit by no later than the Margin Correction Deadline so that, after giving effect to such payments and/or transfers, the Margin Deficit is eliminated. All cash transferred to the Purchaser pursuant to this Section 2.7 shall be deposited into the Collection Account and shall be applied to reduce the aggregate Purchase Price with respect to all outstanding Transactions. Transfers of Eligible Assets to the Purchaser under this Subsection 2.7(a) shall be subject to the same conditions and requirements that are applicable to the transfers of Eligible Assets under Section 2.2 and the other provisions of this Agreement. (b) To the extent any such Margin Deficit is the result of a reduction in the Asset Value or Market Value of any Purchased Asset, the Seller may dispute the determination of such Asset Value or Market Value by the Purchaser pursuant to the provisions of Section 2.10 of this Agreement, provided that no such dispute shall relieve, waive or delay the Seller’s obligation to timely satisfy the Margin Deficit in accordance with this Section 2.7. The failure of the Seller to satisfy the Margin Deficit on a timely basis shall constitute an Event of Default and the Seller shall be precluded from disputing the Margin Base determined by the Purchaser unless the failure to satisfy the Margin Deficit in a timely manner is due to a delay beyond the Seller’s control in the Purchaser’s receipt of the Seller’s wire transmission that was initiated on a timely basis, the Seller provides evidence of same to the Purchaser and such delay is no greater than one (1) Business Day. If (i) the Seller satisfies the Margin Deficit on a timely basis, (ii) the Seller timely satisfies the provisions set forth in Section 2.10 of this Agreement with res...