Defaulting Buyer has the meaning set forth in Section 2.02.
Defaulting Buyer. Subject to Section 15.17, any Buyer that (a) has failed to (i) fund all or any of its portion of any Purchase Price within [***] of the date such Purchase Price was required to be funded hereunder or (ii) pay to Administrative Agent or any other Buyer any other amount required to be paid by it hereunder within [***] of the date when due, (b) has notified the Seller or Administrative Agent in writing that it does not intend to comply with its purchase obligations hereunder, or has made a public statement to that effect, (c) has failed, within [***] after written request by Administrative Agent or Seller, to confirm in writing to Administrative Agent and Seller that it will comply with its prospective purchase obligations hereunder (provided that such Buyer shall cease to be a Defaulting Buyer pursuant to this clause (c) upon receipt of such written confirmation by Administrative Agent and Seller), or (d) has, or has a direct or indirect parent company that has, (i) become the subject of a proceeding under any insolvency law, (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity, or (iii) become the subject of a Bail-In Action; provided that a Buyer shall not be a Defaulting Buyer solely by virtue of the ownership or acquisition of any capital stock in that Buyer or any direct or indirect parent company thereof by a Governmental Authority so long as such ownership interest does not result in or provide such Buyer with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Buyer (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any contracts or agreements made with such Buyer. Any determination by Administrative Agent that a Buyer is a Defaulting Buyer under any one or more of clauses (a) through (d) above, and of the effective date of such status, shall be conclusive and binding absent manifest error, and such Buyer shall be deemed to be a Defaulting Buyer (subject to Section 15.17) as of the date established therefor by Administrative Agent in a written notice of such determination, which shall be delivered by Administrative Agent to the Seller and eac...
Defaulting Buyer has the meaning set forth in Section 4.5.
Examples of Defaulting Buyer in a sentence
Without limitation of the foregoing, it is understood and agreed that rights and remedies of the parties with respect to a Defaulting Buyer shall in no event affect the rights of any Covered Party with respect to a Supported QFC or any QFC Credit Support.
More Definitions of Defaulting Buyer
Defaulting Buyer means any Buyer, as determined by the Agent, that has (a) failed to fund any portion of its Transactions (including any Swing Line Transactions syndicated pursuant to Section 2.5) within two (2) Business Days of the date required to be funded by it hereunder, (b) notified the Seller, the Agent or any Buyer in writing that it does not intend to comply with any of its funding obligations under this Agreement or has made a public statement to the effect that it does not intend to comply with its funding obligations under this Agreement, other mortgage repurchase agreements or any agreements in which it commits to extend credit, (c) failed, within two (2) Business Days after request by the Agent, to confirm that it will comply with the terms of this Agreement relating to its obligations to fund prospective Transactions and participations in then outstanding Swing Line Transactions (provided that such Buyer shall cease to be a Defaulting Buyer pursuant to this clause (c) upon receipt of such written confirmation by the Agent), (d) otherwise failed to pay over to the Agent or any other Buyer any other amount required to be paid by it hereunder within two Business Days of the date when due, unless the subject of a good faith dispute, or (e) (i) become the subject of a proceeding under any Debtor Relief Law, or (ii) had appointed for it a receiver, custodian, conservator, trustee, administrator, assignee for the benefit of creditors or similar Person charged with reorganization or liquidation of its business or assets, including the Federal Deposit Insurance Corporation or any other state or federal regulatory authority acting in such a capacity; provided that a Buyer shall not be a Defaulting Buyer solely by virtue of the ownership or acquisition of any equity interest in that Buyer or any direct or indirect parent company thereof by a Governmental Authority, so long as such ownership interest does not result in or provide such Buyer with immunity from the jurisdiction of courts within the United States or from the enforcement of judgments or writs of attachment on its assets or permit such Buyer (or such Governmental Authority) to reject, repudiate, disavow or disaffirm any
Defaulting Buyer has the meaning set forth in Section 20.5 hereof.
Defaulting Buyer means at any time any Buyer with respect to which a Buyer Default is in effect at such time.
Defaulting Buyer means any Buyer, as determined by the Agent, that has (a) failed to fund any portion of its Transactions (including any Swing Line Transactions syndicated pursuant to Section 2.5) within two Business Days of the date required to be funded by it hereunder, (b) notified the Seller, the Agent or any Buyer in writing that it does not intend to comply with any of its funding obligations under this Agreement or has made a public statement to the effect that
Defaulting Buyer means any Buyer, as determined by the Agent, that has (a) failed to fund any portion of its Transactions within one Business Day of the date required to be funded by it hereunder, (b) notified the Seller, the Agent or any Buyer in writing that it does not intend to comply with any of its funding obligations under this Agreement or made a publicstatement to the effect that it does not intend to comply with its funding obligations (i) under this Agreement or (ii) under other agreements in which it is obligated to extend credit or provide mortgage warehouse financing unless, in the case of this clause (ii), such obligation is the subject of a good faith dispute, (c) failed, within one Business Day after request by the Agent toconfirm that it will comply with the terms of this Agreement relating to its obligations to fund prospective Transactions, (d) otherwise failed to pay over to the Agent or any other Buyer any other amount required to be paid by it hereunder within one Business Day of the date when due, unless the subject of a good faith dispute, or (e) (i) become or is insolvent or has a parent company that has become or is insolvent, or (ii) become the subject of a bankruptcy or insolvency proceeding, or has had areceiver, conservator, trustee or custodian appointed for it, or has taken any action in furtherance of, or indicating its consent to, approval of or acquiescence in any such proceeding or appointment or has a parent company that has become the subject of a bankruptcy or insolvency proceeding, or has had a receiver, conservator, trustee or custodian appointed for it, or has taken any action in furtherance of, or indicating its consent to, approval of or acquiescence in any such proceeding or appointment; provided that a Buyer shall not become a Defaulting Buyer solely as a result of (x) the acquisition or maintenance of an ownership interest in such Buyer or a Person controlling such Buyer or (y) the exercise of control over a Buyer or a Personcontrolling a Buyer, in each case by a Governmental Authority.
Defaulting Buyer means a Buyer that is deemed to be a defaulting buyer by the MMCS in accordance with the Rules;
Defaulting Buyer has the meaning set forth in Section 4.5. “Depositary” means JPMorgan Chase Bank, N.A. “Direct Taxes” means sales, use, excise, gross receipts, fuel, value added, export/import, acquisition, transfer and similar Taxes, or any inspection fees, environmental fees and similar amounts imposed on or with respect to any Eligible Receivable or any Contracts related thereto. “Distribution Amount” means, collectively, for any Buyer (without duplication), (a) with respect to any expiring Transaction, an amount equal to the product of (x) the amount of Funded Repurchase Price paid by Seller with respect to such Transaction which is attributable to payments of Price Differential multiplied by (y) such Buyer’s Individual Funded Percentage in connection with such expiring Transaction immediately prior to the applicable Repurchase Date; (b) with respect to any Transaction expiring on a Repurchase Date that does not coincide with the Purchase Date for a subsequent Transaction, an amount equal to the product of (x) any Funded Repurchase Price paid by Seller in connection with such expiring Transaction multiplied by (y) such Buyer’s Individual Funded Percentage in connection with such expiring Transaction immediately prior to the applicable Repurchase Date; and (c) with respect to any Transaction expiring on a Repurchase Date that coincides with the Purchase Date for a subsequent Transaction, an amount equal to such Buyer’s Individual Funding Reduction Amount (if any) with respect to such subsequent Transaction, subject to Section 4.4(c). “EEA Member Country” means any member state of the European Union, Iceland, Liechtenstein and Norway. “Eligibility Criteria” means the criteria set forth in Part 2 of Schedule 3. “Eligible Obligor” means, as of any date, an Obligor listed on Part 1 of Schedule 3 hereto as of such date; provided that any such Obligor which is Insolvent or a Related Obligor of which is Insolvent shall cease to be an Eligible Obligor from and after the date on which such Obligor (or Related Obligor) becomes Insolvent (thereafter, a “Defaulted Obligor”). “Eligible Obligor Limit” means, with respect to each Eligible Obligor Group as of any date of determination, the “Group Limit” for such Eligible Obligor Group set forth in the table on Part 1 of Schedule 3; “Eligible Obligor Receivable” means a Receivable originated by Seller and owing by an Obligor listed in Part 1 of Schedule 3 to this Framework Agreement.