Rate Cap Purchase Date means a date not later than four (4) Business Days following the Closing Date (but in all instances prior to a Securitization (as defined in the Mortgage Loan Agreement)).
VWAP Purchase Date means, with respect to any VWAP Purchase made hereunder, the Business Day following the receipt by the Buyer of a valid VWAP Purchase Notice that the Buyer is to buy Purchase Shares pursuant to Section 1(c) hereof.
Interest Rate Cap Payment (a) With respect to the Class A-2, Class A-3 and Class A-4 Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 35 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class A-2, Class A-3 and Class A-4 Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Cap Agreement for such Distribution Date, calculated on an "actual/360" basis, (ii) the applicable Class A-2 and Class A-3 notional amount set forth on Schedule A to the Class A-2, Class A-3 and Class A-4 Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Cap Agreement; (b) with respect to the Class M Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 43 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class M Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Cap Agreement for such Distribution Date, calculated on an "actual/360" basis; (ii) the applicable Class M notional amount set forth on Schedule A to the Class M Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Cap Agreement; and (c) with respect to the Class B Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 43 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class B Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Cap Agreement for such Distribution Date, calculated on an "actual/360" basis; (ii) the applicable Class B notional amount set forth on Schedule A to the Class B Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Cap Agreement.
Swap Payment Date For so long as the Swap Agreement is in effect or any amounts remain unpaid thereunder, the Business Day immediately preceding each Distribution Date.
Final Purchase Date means the final date on which a purchase and sale of Loans and their Related Security is completed pursuant to the terms of the Mortgage Sale Agreement;
Repurchase Date has the meaning specified in Section 14.1.
VWAP Purchase Amount means, with respect to any particular VWAP Purchase Notice, the portion of the Available Amount to be purchased by the Buyer pursuant to Section 1(c) hereof pursuant to a valid VWAP Purchase Notice which requires the Buyer to buy the VWAP Purchase Share Percentage of the aggregate shares traded on the Principal Market during normal trading hours on the VWAP Purchase Date up to the VWAP Purchase Share Volume Maximum, subject to the VWAP Minimum Price Threshold.
Purchase Date means the date determined by the General Partner as the date for purchase of all Outstanding Limited Partner Interests of a certain class (other than Limited Partner Interests owned by the General Partner and its Affiliates) pursuant to Article XV.
Loan Payment Date means any date on which any Bond Service Charges are due and payable.
Original Purchase Date means with respect to any Loan, the date such Loan was purchased by Town Hall Funding from the Master Depositor pursuant to the Conveyance Agreement.
Payment Date means the fifteenth (15th) day of each calendar month or, if such day is not a Business Day, the next succeeding Business Day.
VWAP Purchase Price means the lesser of (i) the Closing Sale Price on the VWAP Purchase Date; or (ii) ninety-seven percent (97%) of volume weighted average price for the Common Stock traded on the Principal Market during normal trading hours on (A) the VWAP Purchase Date if the aggregate shares traded on the Principal Market on the VWAP Purchase Date have not exceeded the VWAP Purchase Share Volume Maximum and the Sale Price of Common Stock has not fallen below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction), or (B) the portion of the VWAP Purchase Date until such time as the sooner to occur of (1) the time at which the aggregate shares traded on the Principal Market has exceeded the VWAP Purchase Share Volume Maximum, or (2) the time at which the Sale Price of Common Stock falls below the VWAP Minimum Price Threshold (to be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction).
Interest Rate Cap Agreement means, as applicable, an Interest Rate Cap Agreement (together with the confirmation and schedules relating thereto) in form and substance reasonably satisfactory to Lender between Borrower and an Acceptable Counterparty or a Replacement Interest Rate Cap Agreement.
Special Payment Date means each Distribution Date with respect to the Early Amortization Period.
Mandatory Purchase Date means the Purchase Date for a Mandatory Purchase in accordance with this Statement and the VRDP Purchase Agreement.
Monthly Settlement Date means the 20th day of each calendar month (or if such day is not a Business Day, the next occurring Business Day).
Optional Purchase Date As defined in Section 8.01(a) of the Servicing Agreement. Optional Purchase Percentage: 10.00%.
Principal Payment Date means, if applicable, each date designated as such in the Series Term Sheet.
Replacement Interest Rate Cap Agreement means an interest rate cap agreement from an Acceptable Counterparty with terms identical to the Interest Rate Cap Agreement except that the same shall be effective in connection with replacement of the Interest Rate Cap Agreement following a downgrade, withdrawal or qualification of the long-term unsecured debt rating of the Counterparty; provided that to the extent any such interest rate cap agreement does not meet the foregoing requirements, a “Replacement Interest Rate Cap Agreement” shall be such interest rate cap agreement approved in writing by each of the Rating Agencies and Lender with respect thereto.
Put Option Repayment Date means the settlement date for the Put Option pursuant to Clause 10.3 (Mandatory repurchase due to a Put Option Event).
Interest Rate Cap Provider if any, shall mean the entity listed as the Interest Rate Cap Provider in the Series Term Sheet, in its capacity as obligor under the Class Interest Rate Caps, or if any Replacement Class Interest Rate Caps or Qualified Substitute Cap Arrangements are obtained pursuant to Section 15, the obligor with respect to such Replacement Class Interest Rate Caps or Qualified Substitute Cap Arrangements.
Monthly Payment Date means the Payment Date (as defined in the Mortgage Loan Documents).
Rate Calculation Date means the day which is two Rate Calculation Business Days before the due date of the relevant amount under these Conditions;
Early Repurchase Date shall have the meaning specified in Section 3(d) of this Agreement.
Class A-1 Final Scheduled Payment Date means the Payment Date occurring in August 2024.
Defaulted Note Purchase Date shall have the meaning assigned to such term in Section 12.
Class A-4 Final Scheduled Payment Date means the June 16, 2025 Payment Date.