Common use of ADMINISTRATION AND SERVICING OF COLLATERAL; ACCOUNTS Clause in Contracts

ADMINISTRATION AND SERVICING OF COLLATERAL; ACCOUNTS. Section 8.1 Management Agreement, Servicing Agreement, Solar Asset Management Agreement and Solar Asset Servicing Agreement. (A) Each of the Management Agreement and the Servicing Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Manager and the Servicer, as applicable, with respect to the Solar Loans and other matters addressed in the Management Agreement and the Servicing Agreement, and reference is hereby made to the Management Agreement for a detailed statement of said covenants and obligations of the Manager thereunder and to the Servicing Agreement for a detailed statement of said covenants and obligations of the Servicer thereunder. The Borrower agrees that the Agent, in its name or (to the extent required by law) in the name of the Borrower, may (but is not, unless so directed and indemnified by the Majority Lenders, required to) enforce all rights of the Borrower under the Management Agreement and the Servicing Agreement for and on behalf of the Lenders whether or not an Event of Default has occurred and is continuing. (B) Each Solar Asset Management Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Solar Asset Manager with respect to the Solar Assets and other matters addressed in the Solar Asset Management Agreements, and reference is hereby made to the Solar Asset Management Agreements for a detailed statement of said covenants and obligations of the Solar Asset Manager thereunder. The Borrower shall cause the Solar Asset Manager (to the extent an Affiliate of the Borrower) and each Relevant Party that is party to a Solar Asset Management Agreement to (i) perform and observe all of the material terms, covenants and conditions of each Solar Asset Management Agreement and (ii) promptly notify the Agent of any notice to Borrower or a Managing Member of any material default under any Solar Asset Management Agreement. (C) Each Solar Asset Servicing Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Solar Asset Manager with respect to the Solar Assets and other matters addressed in the Solar Asset Servicing Agreement, and reference is hereby made to the Solar Asset Servicing Agreements for a detailed statement of said covenants and obligations of the Solar Asset Manager thereunder. The Borrower shall cause the Solar Asset Manager (to the extent an Affiliate of the Borrower) and each Relevant Party that is party to a Solar Asset Servicing Agreement to (i) perform and observe all of the material terms, covenants and conditions of each Solar Asset Servicing Agreement and (ii) promptly notify the Agent of any notice to Borrower or a Managing Member of any material default under any Solar Asset Servicing Agreement. (D) Promptly following a request from the Agent (acting at the direction of the Majority Lenders) to do so, the Borrower shall take all such lawful action as the Agent may request to compel or secure the performance and observance by the Manager of each of its obligations to the Borrower and with respect to the Solar Loans under or in connection with the Management Agreement and by the Servicer of each of its obligations to the Borrower and with respect to the Solar Loans under or in connection with the Servicing Agreement, in accordance with the respective terms thereof, and in effecting such request shall exercise any and all rights, remedies, powers and privileges lawfully available to the Borrower under or in connection with the Management Agreement or the Servicing Agreement, as the case may be, to the extent and in the manner directed by the Agent, including the transmission of notices of default on the part of the Manager or the Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Manager of each of its obligations under the Management Agreement or by the Servicer of each of its obligations under the Servicing Agreement. (E) The Borrower shall not waive any default by the Manager under the Management Agreement or by the Servicer under the Servicing Agreement without the written consent of the Agent (which shall be given at the written direction of the Majority Lenders). (F) The Agent does not assume any duty or obligation of the Borrower under the Management Agreement or the Servicing Agreement, and the rights given to the Agent thereunder are subject to, and entitled to the protections set forth in, the provisions of Article VII. (G) The Borrower has not and will not provide any payment instructions to any Obligor, the Managing Members or a Financing Fund that are inconsistent with the terms hereof or of the Servicing Agreement.

ADMINISTRATION AND SERVICING OF COLLATERAL; ACCOUNTS. Section 8.1 Management Agreement, Servicing Agreement, Solar Asset Management Agreement and Solar Asset Servicing Agreement. (A) Each of the Management Agreement and the Servicing Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Manager and the Servicer, as applicable, with respect to the Solar Loans and other matters addressed in the Management Agreement and the Servicing Agreement, and reference is hereby made to the Management Agreement for a detailed statement of said covenants and obligations of the Manager thereunder and to the Servicing Agreement for a detailed statement of said covenants and obligations of the Servicer thereunder. The Borrower agrees that the Agent, in its name or (to the extent required by law) in the name of the Borrower, may (but is not, unless so directed and indemnified by the Majority Lenders, required to) enforce all rights of the Borrower under the Management Agreement and the Servicing Agreement for and on behalf of the Lenders whether or not an Event of Default has occurred and is continuing. (B) Each Solar Asset Management Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Solar Asset Manager with respect to the Solar Assets and other matters addressed in the Solar Asset Management Agreements, and reference is hereby made to the Solar Asset Management Agreements for a detailed statement of said covenants and obligations of the Solar Asset Manager thereunder. The Borrower shall cause the Solar Asset Manager (to the extent an Affiliate of the Borrower) and each Relevant Party that is party to a Solar Asset Management Agreement to (i) perform and observe all of the material terms, covenants and conditions of each Solar Asset Management Agreement and (ii) promptly notify the Agent of any notice to Borrower or a Managing Member of any material default under any Solar Asset Management Agreement. (C) Each Solar Asset Servicing Agreement, duly executed counterparts of which have been delivered to the Agent, sets forth the covenants and obligations of the Solar Asset Manager with respect to the Solar Assets and other matters addressed in the Solar Asset Servicing Agreement, and reference is hereby made to the Solar Asset Servicing Agreements for a detailed statement of said covenants and obligations of the Solar Asset Manager thereunder. The Borrower shall cause the Solar Asset Manager (to the extent an Affiliate of the Borrower) and each Relevant Party that is party to a Solar Asset Servicing Agreement to (i) perform and observe all of the material terms, covenants and conditions of each Solar Asset Servicing Agreement and (ii) promptly notify the Agent of any notice to Borrower or a Managing Member of any material default under any Solar Asset Servicing Agreement. [***] = Certain information has been excluded from this exhibit because it is both not material and would likely cause harm to the company if publicly disclosed. (D) Promptly following a request from the Agent (acting at the direction of the Majority Lenders) to do so, the Borrower shall take all such lawful action as the Agent may request to compel or secure the performance and observance by the Manager of each of its obligations to the Borrower and with respect to the Solar Loans under or in connection with the Management Agreement and by the Servicer of each of its obligations to the Borrower and with respect to the Solar Loans under or in connection with the Servicing Agreement, in accordance with the respective terms thereof, and in effecting such request shall exercise any and all rights, remedies, powers and privileges lawfully available to the Borrower under or in connection with the Management Agreement or the Servicing Agreement, as the case may be, to the extent and in the manner directed by the Agent, including the transmission of notices of default on the part of the Manager or the Servicer thereunder and the institution of legal or administrative actions or proceedings to compel or secure performance by the Manager of each of its obligations under the Management Agreement or by the Servicer of each of its obligations under the Servicing Agreement. (E) The Borrower shall not waive any default by the Manager under the Management Agreement or by the Servicer under the Servicing Agreement without the written consent of the Agent (which shall be given at the written direction of the Majority Lenders). (F) The Agent does not assume any duty or obligation of the Borrower under the Management Agreement or the Servicing Agreement, and the rights given to the Agent thereunder are subject to, and entitled to the protections set forth in, the provisions of Article VII. (G) The Borrower has not and will not provide any payment instructions to any Obligor, the Managing Members or a Financing Fund that are inconsistent with the terms hereof or of the Servicing Agreement.