Common use of Procedures for Repurchase Clause in Contracts

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL"), Tax Masters shall accept reassignment of such Participation by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax Masters, in United States dollars and in funds immediately available at such office at such time, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax Masters, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Tax Masters to evidence the conveyance of such Participation Interest in the Ineligible RALs, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c). The obligation of Tax Masters to repurchase Participation Interests in Ineligible RALs in accordance with this Section 4.4(c) shall constitute the sole remedy respecting any breach of the representations and warranties set forth in Section 4.2 available to BFC.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "“Ineligible RAL"”), Tax Masters HSBC TFS shall accept reassignment of such Participation by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersHSBC TFS, in United States dollars and in funds immediately available at such office at such time, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax MastersHSBC TFS, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters HSBC TFS to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Tax Masters HSBC TFS to evidence the conveyance of such Participation Interest in the Ineligible RALs, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c). The obligation of Tax Masters HSBC TFS to repurchase Participation Interests in Ineligible RALs in accordance with this Section 4.4(c) shall constitute the sole remedy respecting any breach of the representations and warranties set forth in Section 4.2 available to BFC.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) Section 6.2 require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL")Interest, Tax Masters HTMAC shall accept reassignment of purchase such Participation Interest by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL Participation Interest as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersHTMAC, in United States dollars and in funds immediately available at such office at such timefunds, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax MastersHTMAC, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters HTMAC to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or and assignment and take other actions as shall reasonably be requested by Tax Masters HTMAC to evidence the conveyance of such Participation Interest in the Ineligible RALsInterest, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c)6.3. The obligation of Tax Masters HTMAC to repurchase Participation Interests in Ineligible HSBC RALs in accordance with this Section 4.4(c) 6.3 shall constitute the sole remedy respecting any breach the occurrence of the representations and warranties set forth events specified in Section 4.2 available to BFC6.1.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) Section 6.2 require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL")Interest, Tax Masters HSBC NA or HSBC Trust shall accept reassignment of purchase such Participation Interest by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL Participation Interest as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersHSBC NA or HSBC Trust, in United States dollars and in funds immediately available at such office at such timefunds, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax MastersHSBC NA or HSBC Trust, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters HSBC NA or HSBC Trust to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or and assignment and take other actions as shall reasonably be requested by Tax Masters HSBC NA or HSBC Trust to evidence the conveyance of such Participation Interest in the Ineligible RALsInterest, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c)6.3. The obligation of Tax Masters HSBC NA or HSBC Trust to repurchase Participation Interests in Ineligible HSBC RALs in accordance with this Section 4.4(c) 6.3 shall constitute the sole remedy respecting any breach the occurrence of the representations and warranties set forth events specified in Section 4.2 available to BFC6.1.

Procedures for Repurchase. When (a) In the provisions event a majority of Sections 4.4(a) or 4.4(b) require the Non-Interested Directors elect to exercise the repurchase of right, the Company shall promptly deliver a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL"), Tax Masters shall accept reassignment of such Participation by remitting to BFC an amount equal notice to the Applicable Percentage Stockholders notifying them of the decision to repurchase the Shares (the “Repurchase Value of the Ineligible RAL as of Notice”). The Repurchase Notice shall be delivered within three (3) business days from the date of such repurchase. Such remittance determination and shall state (i) the number of Shares of each Stockholder to be repurchased for the Repurchase Price and (ii) the Repurchase Date. (b) The Company shall not be permitted to exercise this repurchase right in the event that for any reason, including without limitation a prohibition under applicable law, the Company is prohibited from redeeming all of the Shares on the Repurchase Date, the Company shall be made permitted to BFC at such domestic repurchase as many shares as it is legally possible to do, ratably among the Stockholders. Thereafter, this Agreement shall terminate and be of no further force or effect. (c) On the Repurchase Date, the Company shall deliver to the account of the Stockholders payment in full of the Repurchase Price in immediately available U.S. funds to an account designated for such purpose by BFC by notice each of the Stockholders. Simultaneously with its receipt of the cash payment for the Repurchase Price, each Stockholder shall deliver to Tax Mastersthe Company or its agent the certificates representing the Shares to be repurchased duly endorsed or assigned either to the Company or in blank, in United States dollars free and in funds immediately available at such office at such time, without setoff, withholding, counterclaim or other deduction clear of any nature whatsoever. Upon restrictions, liens, encumbrances, security interests or claims; provided, however, that upon the payment by the Company of the Repurchase Price, all rights in respect of the Shares to be repurchased shall cease and terminate, and such remittance, BFC shares shall automatically and without further action no longer be deemed to transferbe outstanding, assign, set over and otherwise convey to Tax Masters, without recourse, representation whether or warranty not the certificates representing such shares have been received by the Company. (except for the warranty that since the date of conveyance by Tax Masters to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Tax Masters to evidence the conveyance of such Participation Interest in the Ineligible RALs, all monies due or to become due with respect thereto and all proceeds thereof d) Once repurchased pursuant to the provisions of this Section 4.4(c). The obligation 2.5, each such repurchased Share shall be canceled revert to the status of Tax Masters to repurchase Participation Interests in Ineligible RALs in accordance with authorized and unissued shares of Common Stock and this Section 4.4(c) Agreement shall constitute the sole remedy respecting any breach of the representations and warranties set forth in Section 4.2 available to BFCimmediately terminate.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL"), BNB and/or Tax Masters shall accept reassignment of such Participation by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersBNB, in United States dollars and in funds immediately available at such office at such time, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to BNB and/or Tax Masters, without recourse, representation or warranty (except for the warranty that since the date of conveyance by BNB and/or Tax Masters to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), ) all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Tax Masters BNB to evidence the conveyance of such Participation Interest in the Ineligible RALs, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c). The obligation of BNB and/or Tax Masters to repurchase Participation Interests in Ineligible RALs in accordance with this Section 4.4(c) shall constitute the sole remedy respecting any breach of the representations and warranties set forth in Section 4.2 4.1 available to BFC.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) Section 6.2 require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL")Interest, Tax Masters HSBC TFS shall accept reassignment of purchase such Participation Interest by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL Participation Interest as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersHSBC TFS, in United States dollars and in funds immediately available at such office at such timefunds, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax MastersHSBC TFS, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters HSBC TFS to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or and assignment and take other actions as shall reasonably be requested by Tax Masters HSBC TFS to evidence the conveyance of such Participation Interest in the Ineligible RALsInterest, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c)6.3. The obligation of Tax Masters HSBC TFS to repurchase Participation Interests in Ineligible HSBC RALs and HSBC IMAs in accordance with this Section 4.4(c) 6.3 shall constitute the sole remedy respecting any breach the occurrence of the representations and warranties set forth events specified in Section 4.2 available to BFC6.1.

Procedures for Repurchase. When the provisions of Sections 4.4(a) or 4.4(b) require repurchase of a Participation Interest in a Participated Pool RAL (such Participated Pool RAL being hereinafter referred to as an "Ineligible RAL"), Tax Masters HTMAC shall accept reassignment of such Participation by remitting to BFC an amount equal to the Applicable Percentage of the Repurchase Value of the Ineligible RAL as of the date of such repurchase. Such remittance shall be made to BFC at such domestic account designated by BFC by notice to Tax MastersHTMAC, in United States dollars and in funds immediately available at such office at such time, without setoff, withholding, counterclaim or other deduction of any nature whatsoever. Upon such remittance, BFC shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Tax MastersHTMAC, without recourse, representation or warranty (except for the warranty that since the date of conveyance by Tax Masters HTMAC to BFC, BFC has not sold, transferred or encumbered any such Participation Interest), all right, title and interest of BFC in and to such Participation Interest. BFC shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Tax Masters HTMAC to evidence the conveyance of such Participation Interest in the Ineligible RALs, all monies due or to become due with respect thereto and all proceeds thereof pursuant to this Section 4.4(c). The obligation of Tax Masters HTMAC to repurchase Participation Interests in Ineligible RALs in accordance with this Section 4.4(c) shall constitute the sole remedy respecting any breach of the representations and warranties set forth in Section 4.2 available to BFC.