Purchaser Termination Options Clause Samples

Purchaser Termination Options. The Purchaser may deliver a Notice of Termination to the Seller at any time after the occurrence and during the continuance of any of the following (the “Purchaser Termination Option”): (i) an Insolvency Event with respect to the Seller; (ii) the Purchaser has terminated HDCC as the Servicer under the Servicing Agreement; (iii) the breach of any representation, warranty or covenant in any Basic Document in any material respect by the Seller and, if such breach is reasonably capable of being cured and the Seller is attempting in good faith to remedy such breach, such breach shall continue uncured for more than thirty (30) days after written notice of such breach is received from the Purchaser to the Seller or after discovery of such breach by the Seller; (iv) the Seller’s breach of its repurchase obligations pursuant to Section 8.1 of this Agreement and the Back Book PSA which is not cured within ten (10) Business Days after the end of the related Repurchase Period and with respect to which the aggregate Repurchase Price in respect of such Contracts is greater than $[***]; (v) the occurrence of a Level Two Performance Trigger Event; (vi) the occurrence of a Company Sale or a Parent Change in Control; (vii) an Offer Target Shortfall of more than $[***] occurs for any Measurement Period; or |US-DOCS\161913288.6|| (viii) the occurrence of the End Date without the purchase and sale of an Applicable Pool as contemplated in Section 2.1.
Purchaser Termination Options. The Purchasers may terminate the Transferor Obligation and the Purchaser Obligation by providing the Transferor written notice thereof at any time after the occurrence of any of the following (the “Purchaser Termination Option”): (i) the commencement of a voluntary case by the Transferor, the Seller, the Performance Guarantor, or the Servicer under any applicable federal or state bankruptcy, insolvency or other similar law now or hereafter in effect, or the consent by the Transferor, the Seller, the Performance Guarantor, or the Servicer to the entry of an order for relief in an involuntary case under any such law, or the appointment or taking possession by a receiver, liquidator, assignee, custodian, trustee, sequestrator or similar official of the Transferor, the Seller, the Performance Guarantor, or the Servicer; (ii) the Seller or the Performance Guarantor (x) consolidates or merges with or into another Person and is not the surviving entity, or (y) is a party to a merger, conversion or consolidation and is not the surviving entity, or (z) has a Person succeed to its business and, in each case, in the case of the Performance Guarantor, the Guaranty ceases to be legally enforceable against the successor entity; (iii) a Servicer Termination Event shall be continuing pursuant to the terms of the Servicing Agreement; (iv) if for any reason, a modification to the servicing of the Purchased Property in respect of any Banking Regulatory Change is not made pursuant to Section 3.17 of the Servicing Agreement; (v) if the System of Record, including the components thereof, is updated or otherwise modified, or replaced by a successor computer system utilized by the Seller to select receivables, such that the updated, modified or replaced System of Record, including the components thereof, cannot apply the Selection Procedures, as determined by the Purchasers after consultation with the Seller during the Quarterly Selection Standards Meeting following the update, modification or replacement of the System of Record, including the components thereof; (vi) (y) the occurrence of a “Termination Event” or “Commitment Termination Event” under the Receivables Warehouse Facility or a termination event, event of default, or servicer default under any other credit or purchase facility by the Purchasers or any of their Affiliates to the Seller or the Transferor or any of their consolidated Affiliates that enables or permits the holder or holders of such indebtedness or any tru...
Purchaser Termination Options. The Purchaser may deliver a Notice of Termination to the Seller prior to the Purchase Date after the occurrence and during the continuance of any of the following (the “Purchaser Termination Option”): (i) an Insolvency Event with respect to the Seller; (ii) the breach of any representation, warranty or covenant in any Basic Document in any material respect by the Seller and, if such breach is reasonably capable of being cured and the Seller is attempting in good faith to remedy such breach, such breach shall continue uncured for more than thirty (30) days after written notice of such breach is received from the Purchaser to the Seller or after discovery of such breach by the Seller; (iii) the occurrence of a Company Sale or a Parent Change in Control; or (iv) the occurrence of the End Date without the purchase and sale of the Back Book Assets contemplated in Section 2.1.
Purchaser Termination Options. Section 2.4(b) of the Master Purchase and Sale Agreement is hereby amended as set forth below by inserting each term thereof which is double underlined in the place where such term appears below and deleting the stricken text: “(vi) (y) the occurrence of a “Termination Event” or “Commitment Termination Event” under the Receivables Warehouse Facility or the 2017 Receivables Warehouse Facility or any Other Facility Transaction Document or a termination event, event of default, or servicer default under any other credit or purchase facility by the Purchasers or any of their Affiliates to the Seller or the Transferor or any of their consolidated Affiliates that enables or permits the holder or holders of such indebtedness or any trustee or agent on its or their behalf to cause such indebtedness to become due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity or (z) any [***] Redacted for confidentiality purposes indebtedness of the Seller or the Transferor or any of their consolidated Affiliates which exceeds $[***] in aggregate principal or face amount becoming due, or to require the prepayment, repurchase, redemption or defeasance thereof, prior to its scheduled maturity;”