Common use of Addition of Loans Clause in Contracts

Addition of Loans. (a) The Depositor, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer pursuant to this Agreement in exchange for the Purchase Price, in each case on the applicable Addition Date. (b) On the applicable Addition Date with respect to any Additional Loans (which shall be a Payment Date), the Issuer shall acquire such Additional Loans and the Depositor shall make the following representations on such Addition Date: (i) as of such Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and the transfer to the Issuer of such Additional Loans was not made in contemplation of the occurrence thereof; (ii) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such Additional Loans to the Issuer would not result in an Adverse Effect; (iv) as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer or any Class of Noteholders in selecting such Additional Loans to be conveyed to the Issuer; and (v) in connection with any such acquisition by the Issuer, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been complied with in all material respects. Notwithstanding the foregoing, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on any Addition Date unless, on or prior to such Addition Date, the Depositor shall have delivered to the Issuer an Additional Loan Assignment with respect to the Additional Loans for such Addition Date, together with an Additional Loan Assignment Schedule with respect to such Additional Loans.

Addition of Loans. (a) The Depositor, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer pursuant to this Agreement in exchange for the Purchase Price, in each case (other than in the case of a Renewal Loan with respect to a Renewal Loan Replacement) on the applicable Addition Date and in the case of a Renewal Loan with respect to a Renewal Loan Replacement, on a Payment Date. (b) On the applicable Addition Date with respect to any Additional Loans (which shall be (i) a Payment DateDate for any Additional Loans that is not a Renewal Loan with respect to a Renewal Loan Replacement, and (ii) any day during the Revolving Period, for any Renewal Loan with respect to a Renewal Loan Replacement), the Issuer shall acquire such Additional Loans and the Depositor shall make the following representations on such Addition Date: (i) as of such Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and the transfer to the Issuer of such Additional Loans was not made in contemplation of the occurrence thereof; (ii) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such Additional Loans to the Issuer would not result in an Adverse Effect; (iv) other than in the case of any Renewal Loan in connection with a Renewal Loan Replacement, as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer or any Class of Noteholders in selecting such Additional Loans to be conveyed to the Issuer; and (v) in connection with any such acquisition by the Issuer, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been complied with in all material respects. Notwithstanding the foregoing, no such acquisition of any Additional Loans (other than any Renewal Loans in connection with a Renewal Loan Replacement) by the Issuer hereunder shall occur on any Addition Date unless, on or prior to such Addition Date, the Depositor shall have delivered to the Issuer an Additional Loan Assignment with respect to the Additional Loans for such Addition Date, together with and an Additional Loan Assignment Schedule with respect to such Additional Loans. (c) Additionally, in connection with Renewal Loan Replacements, Renewal Loans (and the related Purchased Assets) may be sold to the Depositor and, in turn, conveyed to the Issuer. Upon the Renewal of any Loan, the related Terminated Loan will be deemed to have been paid in full (and the principal balance thereof will be written down to zero). A Renewal Loan Replacement may occur on any Business Day during the Revolving Period and is not subject to the requirement that no Reinvestment Criteria Event will exist after giving effect to such Renewal Loan Replacement. The Cut-Off Date with respect to the related Renewal Loan Replacement will be the date of such Renewal Loan Replacement. However, the Loan Pool, including any Renewal Loan Replacements, will be tested for compliance with Reinvestment Criteria with respect to the succeeding Loan Action Date. (d) The Depositor, the Servicer, and the Issuer hereby confirm and agree that each Renewal Loan constitutes “proceeds” (within the meaning of Section 9-102(a)(64) of the New York UCC) of the Loan subjected to a Renewal. The Issuer does hereby authorize the Servicer and Subservicers on the Issuer’s behalf to effect Renewals of Loans and, with respect to each Renewal, to elect whether to effect a Renewal Loan Replacement or to elect to receive the Terminated Loan Price; provided, that, the Servicer shall not take any action that would cause the Depositor or the Issuer to violate the Indenture or the Sale and Servicing Agreement. During the Revolving Period, the Depositor hereby agrees to, and immediately upon any Renewal Loan Replacement being effected and without further action hereby does, sell, transfer, assign, sets-over and otherwise convey, automatically and without further action, all of its rights as described in Section 2.01 above to each such Renewal Loan (to the extent not previously conveyed) to the Issuer. Such assignment shall be effective as of the date such on the date on which a Renewal Loan Replacement is effected, which shall also be the Addition Date with respect to such Renewal Loan. (e) On or prior to the Business Day following the date on which a Renewal Loan Replacement is effected, the Seller will be required under the Transaction Documents to mark its electronic records to indicate that the related Renewal Loan has been conveyed to the Depositor. In connection with each Renewal Loan Replacement, the Seller and the Depositor will be required, within two (2) Business Days of the date of such Renewal Loan Replacement, to deliver to the Depositor and the Issuer the Renewal File.

Addition of Loans. (a) The Depositor, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer pursuant to this Agreement in exchange for the Purchase Price, in each case on the applicable Addition Date. (b) On the applicable Addition Date with respect to any Additional Loans (which shall be a Payment Date), the Issuer shall acquire such Additional Loans and the Depositor shall make the following representations on such Addition Date: (i) as of such Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and the transfer to the Issuer of such Additional Loans was not made in contemplation of the occurrence thereof; (ii) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such Additional Loans to the Issuer would not result in an Adverse Effect; (iv) as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer or any Class of Noteholders in selecting such Additional Loans to be conveyed to the Issuer; and (v) in connection with any such acquisition by the Issuer, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been complied with in all material respects. Notwithstanding the foregoing, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on any Addition Date unless, on or prior to such Addition Date, the Depositor shall have delivered to the Issuer an Additional Loan Assignment with respect to the Additional Loans for such Addition Date, together with an Additional Loan Assignment Schedule with respect to such Additional Loans.

Addition of Loans. (a) The DepositorDepositor on behalf of itself and the Depositor Loan Trustee, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer pursuant to this Agreement in exchange Agreement. Sales of Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements) to the Issuer and the Issuer Loan Trustee for the Purchase Price, in each case benefit of the Issuer shall only occur and be effective on the applicable Addition Date and shall be evidenced by the Seller’s marking of its computer records as specified in Section 2.01(d) herein immediately prior to the start of business on such Addition Date. As soon as practicable, but in any event no later than the Document Delivery Date immediately following such Addition Date, each Seller shall deliver an Additional Loan Assignment as provided in Section 2.08(b)(iii). Except in connection with a Renewal Loan Replacement, the Depositor shall not convey, assign or transfer (or cause to be conveyed, assigned or transferred) any Additional Loans (or any rights therein) to the Issuer (or the Issuer Loan Trustee for the benefit of the Issuer) other than Additional Loans acquired by the Depositor (and, solely with respect to legal title thereto, the Depositor Loan Trustee for the benefit of the Depositor) from a Seller pursuant to Section 2.03 of the Loan Purchase Agreement. (b) On In connection with the conveyance of any Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer as described in Section 2.08(a), the obligation of the Issuer to pay the Purchase Price for such Additional Loans on the related Payment Date is subject to the following conditions: (i) on or before the applicable Addition Date Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall give the Issuer and the Issuer Loan Trustee written notice (unless such notice requirement is otherwise waived) specifying, with respect to the applicable Addition Date, the expected number of Additional Loans (other than Renewal Loans with respect to a Renewal Loan Replacement) sold and the expected aggregate Principal Balances outstanding of such Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements); provided, that no such notice shall be required with respect to any Additional Loans Renewal of a Loan with respect to Renewal Loan Replacements or conveyances related thereto; (which shall be ii) in the event that an Addition Date occurs on a Payment Loan Action Date), the Issuer shall acquire such Additional Loans Depositor on behalf of itself and the Depositor Loan Trustee shall make deliver to the Issuer and the Issuer Loan Trustee an Officer’s Certificate, dated as of the Monthly Determination Date immediately following representations such Loan Action Date, and certifying that (x) as of the applicable Additional Cut-Off Date, the Additional Loans conveyed on such Addition Date were all Eligible Loans and (y) each of the conditions set forth in this Section 2.08(b) have been satisfied with respect to the addition of each such Additional Loan; provided, however, that in the case of a Renewal of a Loan with respect to a Renewal Loan Replacement or conveyance related thereto, the Depositor on behalf of itself and the Depositor Loan Trustee shall be deemed to have provided such certifications upon the Renewal without any further action; and (iii) on each Document Delivery Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Additional Loan Assignment and an Additional Loan Assignment Schedule further identifying (i) each Additional Loan being sold on the Addition Date occurring on the related Loan Action Date and (ii) each Renewal Loan with respect to a Renewal Loan Replacement effected during the immediately preceding Collection Period. (c) Upon the conveyance of each Additional Loan to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer, the Depositor hereby represents that: (i) as of such the applicable Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and nor shall the transfer of the Loans conveyed by the Depositor to the Issuer and the Issuer Loan Trustee for the benefit of such Additional Loans was not the Issuer have been made in contemplation of the occurrence thereof; effect; (ii) as of the applicable Addition Date, the Revolving Period was then in effect;. (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such the Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer would not result in an Adverse Effect; (iv) other than in respect of any Renewal Loan conveyed to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer in connection with a Renewal Loan Replacement, as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer, the Issuer Loan Trustee or any Class of Noteholders in selecting such Additional Loans to be conveyed to the IssuerLoans; and (v) in connection with any such acquisition by the Issueracquisition, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been are complied with in all material respects. Notwithstanding . (d) The Depositor, each Subservicer, the foregoingServicer, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on and the Issuer Loan Trustee hereby confirm and agree, and represent and warrant, that each Renewal Loan constitutes “proceeds” (within the meaning of Section 9-102(a)(64) of the New York UCC) of the Loan subjected to a Renewal. The Issuer does hereby authorize the Servicer and Subservicers to effect Renewals of Loans in the Trust Estate as provided herein and in the Loan Purchase Agreement. During the Revolving Period, so long as the Seller with respect to any Addition Date unlessLoan is also the Subservicer (or, on or prior in the event that there is no Subservicer with respect to such Addition DateLoan, the Servicer) the Depositor hereby agrees to, and immediately upon any Renewal Loan Replacement being effected and without further action hereby sells, transfers, assigns, sets-over and otherwise conveys, automatically and without further action, all of its rights as described in Section 2.01 above to each such Renewal Loan (to the extent not previously conveyed) to the Issuer and, solely with respect to legal title of such Renewal Loan, the Issuer Loan Trustee for the benefit of the Issuer. Immediately upon such Renewal Loan Replacement being effected, the Depositor shall have delivered to the Issuer an Additional Loan Assignment xxxx its electronic records with respect to the Additional related Renewal Loan with the designation required by Section 2.01(d). Such assignment shall be effective as of the date such Renewal Loan Replacement is effected, which date shall also be the Addition Date with respect thereto. In connection with each Renewal described in this Section 2.08(c), the Depositor hereby agrees that within two (2) Business Days of such Renewal, the Depositor shall deliver to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer an electronic file of all such Renewal Loans for effected on such Addition Dateday and identifying (i) with respect to each Renewal Loan, together with an Additional such Loan’s (A) loan number, (B) branch code, (C) Loan Assignment Schedule origination date, (D) unique loan identifier, (E) Loan Principal Balance as of the applicable Cut-Off Date and (F) the Seller and Subservicer or Servicer with respect to such Additional LoansLoan, as applicable and (ii) with respect to the related Terminated Loan, such Terminated Loan’s (A) loan number, (B) branch code, (C) unique loan identifier, and (D) the Seller and Subservicer or Servicer with respect to such Loan, as applicable.

Addition of Loans. (a) The DepositorDepositor on behalf of itself and the Depositor Loan Trustee, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer pursuant to this Agreement in exchange Agreement. Sales of Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements) to the Issuer and the Issuer Loan Trustee for the Purchase Price, in each case benefit of the Issuer shall only occur and be effective on the applicable Addition Date and shall be evidenced by the Seller’s marking of its computer records as specified in Section 2.01(d) herein immediately prior to the start of business on such Addition Date. As soon as practicable, but in any event no later than the Document Delivery Date immediately following such Addition Date, each Seller shall deliver an Additional Loan Assignment as provided in Section 2.08(b)(iii). (b) On In connection with the conveyance of any Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer as described in Section 2.08(a), the obligation of the Issuer to pay the Purchase Price for such Additional Loans on the related Payment Date is subject to the following conditions: (i) on or before the applicable Addition Date Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall give the Issuer and the Issuer Loan Trustee written notice (unless such notice requirement is otherwise waived) specifying, with respect to the applicable Addition Date, the expected number of Additional Loans (other than Renewal Loans with respect to a Renewal Loan Replacement) sold and the expected aggregate Principal Balances outstanding of such Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements); provided, that no such notice shall be required with respect to any Additional Loans Renewal of a Loan with respect to Renewal Loan Replacements or conveyances related thereto; (which shall be ii) in the event that an Addition Date occurs on a Payment Loan Action Date), the Issuer shall acquire such Additional Loans Depositor on behalf of itself and the Depositor Loan Trustee shall make deliver to the Issuer and the Issuer Loan Trustee an Officer’s Certificate, dated as of the Monthly Determination Date immediately following representations such Loan Action Date, and certifying that (x) as of the applicable Additional Cut-Off Date, the Additional Loans conveyed on such Addition Date were all Eligible Loans and (y) each of the conditions set forth in this Section 2.08(b) have been satisfied with respect to the addition of each such Additional Loan; provided, however, that in the case of a Renewal of a Loan with respect to a Renewal Loan Replacement or conveyance related thereto, the Depositor on behalf of itself and the Depositor Loan Trustee shall be deemed to have provided such certifications upon the Renewal without any further action; and (iii) on each Document Delivery Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Additional Loan Assignment and an Additional Loan Assignment Schedule further identifying (i) each Additional Loan being sold on the Addition Date occurring on the related Loan Action Date and (ii) each Renewal Loan with respect to a Renewal Loan Replacement effected during the immediately preceding Collection Period. (c) Upon the conveyance of each Additional Loan to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer, the Depositor hereby represents that: (i) as of such the applicable Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and nor shall the transfer of the Loans conveyed by the Depositor to the Issuer and the Issuer Loan Trustee for the benefit of such Additional Loans was not the Issuer have been made in contemplation of the occurrence thereof; effect; (ii) as of the applicable Addition Date, the Revolving Period was then in effect;. (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such the Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer would not result in an Adverse Effect; (iv) other than in respect of any Renewal Loan conveyed to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer in connection with a Renewal Loan Replacement, as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer, the Issuer Loan Trustee or any Class of Noteholders in selecting such Additional Loans to be conveyed to the IssuerLoans; and (v) in connection with any such acquisition by the Issueracquisition, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been are complied with in all material respects. Notwithstanding . (d) The Depositor, each Subservicer, the foregoingServicer, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on and the Issuer Loan Trustee hereby confirm and agree, and represent and warrant, that each Renewal Loan constitutes “proceeds” (within the meaning of Section 9-102(a)(64) of the New York UCC) of the Loan subjected to a Renewal. The Issuer does hereby authorize the Servicer and Subservicers to effect Renewals of Loans in the Trust Estate as provided herein and in the Loan Purchase Agreement. During the Revolving Period, so long as the Seller with respect to any Addition Date unlessLoan is also the Subservicer (or, on or prior in the event that there is no Subservicer with respect to such Addition DateLoan, the Servicer) the Depositor hereby agrees to, and immediately upon any Renewal Loan Replacement being effected and without further action hereby sells, transfers, assigns, sets-over and otherwise conveys, automatically and without further action, all of its rights as described in Section 2.01 above to each such Renewal Loan (to the extent not previously conveyed) to the Issuer and, solely with respect to legal title of such Renewal Loan, the Issuer Loan Trustee for the benefit of the Issuer. Immediately upon such Renewal Loan Replacement being effected, the Depositor shall have delivered to the Issuer an Additional Loan Assignment xxxx its electronic records with respect to the Additional related Renewal Loan with the designation required by Section 2.01(d). Such assignment shall be effective as of the date such Renewal Loan Replacement is effected, which date shall also be the Addition Date with respect thereto. In connection with each Renewal described in this Section 2.08(c), the Depositor hereby agrees that within two (2) Business Days of such Renewal, the Depositor shall deliver to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer an electronic file of all such Renewal Loans for effected on such Addition Dateday and identifying (i) with respect to each Renewal Loan, together with an Additional such Loan’s (A) loan number, (B) branch code, (C) Loan Assignment Schedule origination date, (D) unique loan identifier, (E) Loan Principal Balance as of the applicable Cut-Off Date and (F) the Seller and Subservicer or Servicer with respect to such Additional LoansLoan, as applicable and (ii) with respect to the related Terminated Loan, such Terminated Loan’s (A) loan number, (B) branch code, (C) unique loan identifier, and (D) the Seller and Subservicer or Servicer with respect to such Loan, as applicable.

Addition of Loans. (a) The Depositor, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer pursuant to this Agreement in exchange for the Purchase Price, in each case on the applicable Addition Date. (b) On the applicable Addition Date with respect to any Additional Loans (which shall be a Payment Date), the Issuer shall acquire such Additional Loans and the Depositor shall make the following representations on such Addition Date: (i) as of such Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and the transfer to the Issuer of such Additional Loans was not made in contemplation of the occurrence thereof; effect; (ii) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such Additional Loans to the Issuer would not result in an Adverse Effect; (iv) as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer or any Class of Noteholders in selecting such Additional Loans to be conveyed to the Issuer; and (v) in connection with any such acquisition by the Issuer, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been complied with in all material respects. Notwithstanding the foregoing, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on any Addition Date unless, on or prior to such Addition Date, the Depositor shall have delivered to the Issuer an Additional Loan Assignment with respect to the Additional Loans for such Addition Date, together with an Additional Loan Assignment Schedule with respect to such Additional Loans.

Addition of Loans. (a) The DepositorDepositor on behalf of itself and the Depositor Loan Trustee, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer pursuant to this Agreement in exchange Agreement. Sales of Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements) to the Issuer and the Issuer Loan Trustee for the Purchase Price, in each case benefit of the Issuer shall only occur and be effective on the applicable Addition Date and shall be evidenced by the Seller’s marking of its computer records as specified in Section 2.01(d) herein immediately prior to the start of business on such Addition Date. As soon as practicable, but in any event no later than the Document Delivery Date immediately following such Addition Date, each Seller shall deliver an Additional Loan Assignment as provided in Section 2.08(b)(iii). (b) On In connection with the conveyance of any Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer as described in Section 2.08(a), the obligation of the Issuer to pay the Purchase Price for such Additional Loans on the related Payment Date is subject to the following conditions: (i) on or before the applicable Addition Date Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall give the Issuer and the Issuer Loan Trustee written notice (unless such notice requirement is otherwise waived) specifying, with respect to the applicable Addition Date, the expected number of Additional Loans (other than Renewal Loans with respect to a Renewal Loan Replacement) sold and the expected aggregate Principal Balances outstanding of such Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements); provided, that no such notice shall be required with respect to any Additional Loans Renewal of a Loan with respect to Renewal Loan Replacements or conveyances related thereto; (which shall be ii) in the event that an Addition Date occurs on a Payment Loan Action Date), the Issuer shall acquire such Additional Loans Depositor on behalf of itself and the Depositor Loan Trustee shall make deliver to the Issuer and the Issuer Loan Trustee an Officer’s Certificate, dated as of the Monthly Determination Date immediately following representations such Loan Action Date, and certifying that (x) as of the applicable Additional Cut-Off Date, the Additional Loans conveyed on such Addition Date were all Eligible Loans and (y) each of the conditions set forth in this Section 2.08(b) have been satisfied with respect to the addition of each such Additional Loan; provided, however, that in the case of a Renewal of a Loan with respect to a Renewal Loan Replacement or conveyance related thereto, the Depositor on behalf of itself and the Depositor Loan Trustee shall be deemed to have provided such certifications upon the Renewal without any further action; and (iii) on each Document Delivery Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Additional Loan Assignment and an Additional Loan Assignment Schedule further identifying (i) each Additional Loan being sold on the Addition Date occurring on the related Loan Action Date and (ii) each Renewal Loan with respect to a Renewal Loan Replacement effected during the immediately preceding Collection Period. Upon the conveyance of each Additional Loan to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer, the Depositor hereby represents that: (i) as of such the applicable Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and occurred, nor shall the transfer of the Loans conveyed by the Depositor to the Issuer and the Issuer Loan Trustee for the benefit of such Additional Loans was not the Issuer have been made in contemplation of the occurrence thereof; effect; (ii) as of the applicable Addition Date, the Revolving Period was then in effect;. (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such the Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer would not result in an Adverse Effect; (iv) other than in respect of any Renewal Loan conveyed to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer in connection with a Renewal Loan Replacement, as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer, the Issuer Loan Trustee or any Class of Noteholders in selecting such Additional Loans to be conveyed to the IssuerLoans; and (v) in connection with any such acquisition by the Issueracquisition, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been are complied with in all material respects. Notwithstanding . (c) The Depositor, each Subservicer, the foregoingServicer, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on and the Issuer Loan Trustee hereby confirm and agree, and represent and warrant, that each Renewal Loan constitutes “proceeds” (within the meaning of Section 9-102(a)(64) of the New York UCC) of the Loan subjected to a Renewal. The Issuer does hereby authorize the Servicer and Subservicers to effect Renewals of Loans in the Trust Estate as provided herein and in the Loan Purchase Agreement. During the Revolving Period, so long as the Seller with respect to any Addition Date unlessLoan is also the Subservicer (or, on or prior in the event that there is no Subservicer with respect to such Addition DateLoan, the Servicer) the Depositor hereby agrees to, and immediately upon any Renewal Loan Replacement being effected and without further action hereby sells, transfers, assigns, sets-over and otherwise conveys, automatically and without further action, all of its rights as described in Section 2.01 above to each such Renewal Loan (to the extent not previously conveyed) to the Issuer and, solely with respect to legal title of such Renewal Loan, the Issuer Loan Trustee for the benefit of the Issuer. Immediately upon such Renewal Loan Replacement being effected, the Depositor shall have delivered to the Issuer an Additional Loan Assignment xxxx its electronic records with respect to the Additional related Renewal Loan with the designation required by Section 2.01(d). Such assignment shall be effective as of the date such Renewal Loan Replacement is effected, which date shall also be the Addition Date with respect thereto. In connection with each Renewal described in this Section 2.08(c), the Depositor hereby agrees that within two Business Days of such Renewal, the Depositor shall deliver to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer an electronic file of all such Renewal Loans for effected on such Addition Dateday and identifying (i) with respect to each Renewal Loan, together with an Additional such Loan’s (A) loan number, (B) branch code, (C) Loan Assignment Schedule origination date, (D) unique action I.D., (E) Loan Principal Balance as of the applicable Cut-Off Date and (F) the Seller and Subservicer or Servicer with respect to such Additional LoansLoan, as applicable and (ii) with respect to the related Terminated Loan, such Terminated Loan’s (A) loan number, (B) branch code, (C) unique action I.D., and (D) the Seller and Subservicer or Servicer with respect to such Loan, as applicable.

Addition of Loans. (a) The DepositorSo long as no Amortization Event has occurred and is continuing, Borrower may purchase additional Eligible Loans from PMC pursuant to and in accordance with the consent terms of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold Purchase Agreement and this Section 8.6. Notwithstanding anything herein to the Issuer pursuant to this Agreement in exchange for contrary, no such purchase may be made by the Purchase Price, in each case Borrower at any time on or after the applicable Addition Amortization Date. (b) In the event the Borrower elects to purchase a Loan under the Purchase Agreement at any time after the Closing Date, the Borrower shall provide the Servicer and the Agent with not less than two Business Days' prior written notice of such purchase. On the date such purchase is to occur (the "Addition Date"), the Borrower shall deliver to the Agent an Officer's Certificate of the Borrower (i) stating that no Amortization Event shall have occurred and be continuing, (ii) stating that each Loan being purchased by the Borrower on that Addition Date is an Eligible Loan, that all conditions precedent to such purchase specified in the Purchase Agreement and this Section 8.6 have been satisfied and that the purchase price for such Loan has been (or will be by the close of business on the applicable Addition Date Date) paid in full in accordance with the terms of the Purchase Agreement out of funds of the Borrower available for such purpose on such date, (iii) attaching as an exhibit a Supplemental Loan Schedule setting forth for each Additional Loan the same type of information as appears on the Loan Schedule and representing and warranting that such information is true and correct and (iv) stating that the representations and warranties contained in the Eligibility Criteria are true and correct with respect to any Additional the Loans (which shall to be a Payment Date), purchased by the Issuer shall acquire such Additional Loans Borrower on and the Depositor shall make the following representations on such Addition Date: (i) as of such Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and the transfer to the Issuer of such Additional Loans was not made in contemplation of the occurrence thereof;. (iic) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that Concurrently with the transfer of such any Additional Loans to the Issuer would not result in an Adverse Effect; (iv) as of Borrower pursuant to the applicable Addition DatePurchase Agreement, the Depositor Schedule C to this Agreement shall not have used selection procedures reasonably believed by the Depositor be deemed to be materially adverse amended to include the interests of information set forth on the Issuer or any Class of Noteholders in selecting such Additional Loans to be conveyed to the Issuer; and (v) in connection with any such acquisition by the Issuer, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been complied with in all material respects. Notwithstanding the foregoing, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on any Addition Date unless, on or prior to such Addition Date, the Depositor shall have delivered to the Issuer an Additional Supplemental Loan Assignment with respect to the Additional Loans for such Addition Date, together with an Additional Loan Assignment Schedule with respect to such Additional Loans, and all references in this Agreement and the other Transaction Documents to Loans shall include such Additional Loans.

Addition of Loans. (a) The DepositorDepositor on behalf of itself and the Depositor Loan Trustee, with the consent of the Issuer (which it may provide or withhold in its sole discretion), may designate from time to time Additional Loans to be sold to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer pursuant to this Agreement in exchange Agreement. Sales of Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements) to the Issuer and the Issuer Loan Trustee for the Purchase Price, in each case benefit of the Issuer shall only occur and be effective on the applicable Addition Date and shall be evidenced by the Seller’s marking of its computer records as specified in Section 2.01(d) herein immediately prior to the start of business on such Addition Date. As soon as practicable, but in any event no later than the Document Delivery Date immediately following such Addition Date, each Seller shall deliver an Additional Loan Assignment as provided in Section 2.08(b)(iii). (b) On In connection with the conveyance of any Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer as described in Section 2.08(a), the obligation of the Issuer to pay the Purchase Price for such Additional Loans on the related Payment Date is subject to the following conditions: (i) on or before the applicable Addition Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall give the Issuer and the Issuer Loan Trustee written notice (unless such notice requirement is otherwise waived) specifying, with respect to the applicable Addition Date, the expected number of Additional Loans (other than Renewal Loans with respect to a Renewal Loan Replacement) sold and the expected aggregate Principal Balances outstanding of such Additional Loans (other than Renewal Loans with respect to Renewal Loan Replacements); provided, that no such notice shall be required with respect to any Renewal of a Loan with respect to Renewal Loan Replacements or conveyances related thereto; (ii) the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Officer’s Certificate, dated as of the Monthly Determination Date immediately following such Addition Date, and certifying that (x) as of the applicable Additional Cut-Off Date, the Additional Loans conveyed on such Addition Date were all Eligible Loans and (y) each of the conditions set forth in this Section 2.08(b) have been satisfied with respect to the addition of each such Additional Loan; provided, however, that in the case of a Renewal of a Loan with respect to a Renewal Loan Replacement or conveyance related thereto, the Depositor on behalf of itself and the Depositor Loan Trustee shall be deemed to have provided such certifications upon the Renewal without any further action; (iii) (A) on each Document Delivery Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Additional Loan Assignment and an Additional Loan Assignment Schedule further identifying each Additional Loan being sold on the applicable Addition Date and (B) on the fifth Business Day following each Monthly Loan Action Date, the Depositor on behalf of itself and the Depositor Loan Trustee shall deliver to the Issuer and the Issuer Loan Trustee an Additional Loan Assignment and an Additional Loan Assignment Schedule identifying each Renewal Loan with respect to a Renewal Loan Replacement effected during the immediately preceding Collection Period; (iv) in the case of an Additional Loan Purchase, the following conditions shall also be satisfied: (A) after giving effect to such Additional Loan Purchase, the Series A Note Balance (including the amount of all unfunded Series A Advances delayed by a Purchaser Group, if any, as of such date) would not exceed the Series A Maximum Principal Amount; (B) the representations and warranties of each of the Depositor, the Depositor Loan Trustee, the Servicer and the Subservicers made in the Indenture and the other Transaction Documents to which each is a party, in each such case, shall be true and accurate as of the applicable Addition Date with the same effect as though made on that date (except that, to the extent that any such representation or warranty expressly relates to an earlier date, such representation or warranty was true and correct at and as of such earlier date); (C) no Early Amortization Event, potential Early Amortization Event, Event of Default, potential Event of Default or similar event is occurring or would occur with respect thereto as a result of such Additional Loan Purchase, unless such event or condition would be cured as a result of such Additional Loan Purchase; and (D) after giving effect to any such Additional Loans Loan Purchase, a Reinvestment Criteria Event would not have existed as of the related Loan Action Date; provided that if the Issuer is required to give effect to a proposed Additional Loan Purchase on a Loan Action Date (which shall be other than as of a Payment Monthly Loan Action Date), in determining whether any Early Amortization Event specified in clauses (a) and (b) of the definition thereof or any Reinvestment Criteria Event (other than an Overcollateralization Event), in each case, has occurred or will occur, the Servicer on behalf of the Issuer shall acquire make such determination by adjusting the Loan Action Date Loan Pool that actually existed with respect to the immediately preceding Monthly Loan Action Date for such proposed Additional Loan Purchase and any other Loan Actions taken after such Monthly Loan Action Date and on or prior to such Loan Action Date, without taking into account any collections or changes in the characteristics of individual Loans following such Monthly Loan Action Date. (c) Upon the conveyance of each Additional Loan to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer, the Depositor shall make the following representations on such Addition Datehereby represents that: (i) as of such the applicable Addition Date, no Insolvency Event with respect to the Depositor shall have occurred and nor shall the transfer of the Loans conveyed by the Depositor to the Issuer and the Issuer Loan Trustee for the benefit of such Additional Loans was not the Issuer have been made in contemplation of the occurrence thereof; (ii) as of the applicable Addition Date, the Revolving Period was then in effect; (iii) as of the applicable Addition Date, the Depositor reasonably believed that the transfer of such the Additional Loans to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer would not result in an Adverse Effect; (iv) other than in respect of any Renewal Loan conveyed to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer in connection with a Renewal Loan Replacement, as of the applicable Addition Date, the Depositor shall not have used selection procedures reasonably believed by the Depositor to be materially adverse to the interests of the Issuer, the Issuer Loan Trustee or any Class of the Noteholders in selecting such Additional Loans to be conveyed to the IssuerLoans; and (v) in connection with any such acquisition by the Issueracquisition, the terms of the Indenture (including, without limitation, Section 8.07 thereof) have been are complied with in all material respects. Notwithstanding . (d) The Depositor, each Subservicer, the foregoingServicer, no such acquisition of any Additional Loans by the Issuer hereunder shall occur on and the Issuer Loan Trustee hereby confirm and agree, and represent and warrant, that each Renewal Loan constitutes “proceeds” (within the meaning of Section 9-102(a)(64) of the New York UCC) of the Loan subjected to a Renewal. The Issuer does hereby authorize the Servicer and Subservicers to effect Renewals of Loans in the Trust Estate as provided herein and in the Loan Purchase Agreement. During the Revolving Period, so long as the Seller with respect to any Addition Date unlessLoan is also the Subservicer (or, on or prior in the event that there is no Subservicer with respect to such Addition DateLoan, the Servicer) the Depositor hereby agrees to, and immediately upon any Renewal Loan Replacement being effected and without further action hereby sells, transfers, assigns, sets-over and otherwise conveys, automatically and without further action, all of its rights as described in Section 2.01 above to each such Renewal Loan (to the extent not previously conveyed) to the Issuer and, solely with respect to legal title of such Renewal Loan, the Issuer Loan Trustee for the benefit of the Issuer. Immediately upon such Renewal Loan Replacement being effected, the Depositor shall have delivered to the Issuer an Additional Loan Assignment xxxx its electronic records with respect to the Additional related Renewal Loan with the designation required by Section 2.01(d). Such assignment shall be effective as of the date such Renewal Loan Replacement is effected, which date shall also be the Addition Date with respect thereto. In connection with each Renewal described in this Section 2.08(c), the Depositor hereby agrees that within two (2) Business Days of such Renewal, the Depositor shall deliver to the Issuer and the Issuer Loan Trustee for the benefit of the Issuer an electronic file of all such Renewal Loans for effected on such Addition Dateday and identifying (i) with respect to each Renewal Loan, together with an Additional such Loan’s (A) loan number, (B) branch code, (C) Loan Assignment Schedule origination date, (D) unique loan identifier, (E) Loan Principal Balance as of the applicable Cut-Off Date and (F) the Seller and Subservicer or Servicer with respect to such Additional LoansLoan, as applicable and (ii) with respect to the related Terminated Loan, such Terminated Loan’s (A) loan number, (B) branch code, (C) unique loan identifier, and (D) the Seller and Subservicer or Servicer with respect to such Loan, as applicable.