Common use of Conforming Amendments Clause in Contracts

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 2023-1 Co-Owner of the Series 2023-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 2023-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 2023-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 2023-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 2023-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 2023-1 Co-Owner under which the Series 2023-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.

Conforming Amendments. ‌ In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing AgreementAgreement or upon the further agreement of the Series 2023-2 Co-Owner and the Seller, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 2023-1 2 Co-Owner of the Series 2023-1 2 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 2023-1 2 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 2023-1 Co-2 Co- Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Financial Services Agent, the Seller, the Servicer and or the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 2023-1 2 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any assignment, deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 2023-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 2023-1 Co-Owner under which the Series 2023-1 Senior Notes have been offered for sale or sold; and (hg) making any amendments provided for or contemplated in Sections Section 2.6, 4.2Section 2.7, 5.1 and 7.2Section 4.1 or Section 6.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the SellerSellers, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20231997-1 Co-Owner of the Series 20231997-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20231997-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20231997-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the a Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20231997-1 Co-Owner, the SellerSellers, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 20231997-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus information memorandum or other offering memorandum or selling document of the Series 20231997-1 Co-Owner under or in reliance upon which the Series 20231997-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20232022-1 Co-Owner of the Series 20232022-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20232022-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20232022-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20232022-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 20232022-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 20232022-1 Co-Owner under which the Series 20232022-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 10.02 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Series 202●-● Purchase Agreement for any one or more of the following purposes: (ai) assuring and confirming the Transfer to the Series 2023-1 Co-Owner of the Series 2023202●-1 ● Ownership Interest and any Additional Property relating theretoInterest; (bii) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 2023202●-1 ● Ownership Interest; (ciii) adding to the covenants contained in this Series 202●-● Purchase Agreement for the protection of rights of the Series 2023-1 Co-Owner; (div) evidencing the succession, or successive successions, of any other Person to the Issuer TrusteeCo-Owner, the a Seller, the Servicer and the Custodian; (ev) making any addition to, or modification, amendment or elimination of any of the terms of, this Series 202●-● Purchase Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 2023-1 Co-Owner, the Seller, the Servicer or the Custodian; (fvi) making any changes or corrections in this Series 202●-● Purchase Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (gvii) making any addition to, modification, amendment or elimination of any of the terms of, this Series 202●-● Purchase Agreement relating to the Series 2023202●-1 ● Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum registration statement of the Series 2023-1 Co-Owner under or in reliance upon which the Series 2023202●-1 Senior ● Notes have been offered for sale or sold; and (hviii) making at the request of the Seller and without the consent of the Series 202●-● Noteholders, to make any amendments addition to or modification, amendment or elimination of Section 2.04(b) in order to maintain the Seller’s sale treatment of the transfer of the Series 202●-● Ownership Interest or the non-consolidation with the Seller of the Co-Owner, if the relevant accounting standard is amended, modified, eliminated or replaced, provided for that the Seller has provided at least 10 days prior written notice to each Rating Agency of such addition, modification, amendment or contemplated in Sections 2.6, 4.2, 5.1 and 7.2elimination.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20232020-1 Co-Owner of the Series 20232020-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20232020-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20232020-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20232020-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 20232020-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 20232020-1 Co-Owner under which the Series 20232020-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20232019-1 Co-Owner of the Series 20232019-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20232019-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20232019-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20232019-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 20232019-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 20232019-1 Co-Owner under which the Series 20232019-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing AgreementAgreement or upon the further agreement of the Series 2024-1 Co-Owner and the Seller, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20232024-1 Co-Owner of the Series 20232024-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20232024-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20232024-1 Co-Co- Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Financial Services Agent, the Seller, the Servicer and or the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20232024-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any assignment, deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 2023-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 2023-1 Co-Owner under which the Series 2023-1 Senior Notes have been offered for sale or sold; and (hg) making any amendments provided for or contemplated in Sections Section 2.6, 4.2Section 2.7, 5.1 and 7.2Section 4.1 or Section 6.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing AgreementAgreement or upon the further agreement of the Series 2023-1 Co-Owner and the Seller, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 2023-1 Co-Owner of the Series 2023-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 2023-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 2023-1 Co-Co- Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Financial Services Agent, the Seller, the Servicer and or the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 2023-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any assignment, deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 2023-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 2023-1 Co-Owner under which the Series 2023-1 Senior Notes have been offered for sale or sold; and (hg) making any amendments provided for or contemplated in Sections Section 2.6, 4.2Section 2.7, 5.1 and 7.2Section 4.1 or Section 6.2.

Conforming Amendments. In addition to the general amending provisions set forth in Section 12.2 of the Pooling and Servicing Agreement, the parties hereto shall, upon the written request of the Seller, execute, acknowledge and deliver amendments and supplements to this Agreement for any one or more of the following purposes: (a) assuring and confirming the Transfer to the Series 20232024-1 Co-Owner of the Series 20232024-1 Ownership Interest and any Additional Property relating thereto; (b) correcting or clarifying the description of the entitlements of, and the property constituted by, the Series 20232024-1 Ownership Interest; (c) adding to the covenants contained in this Agreement for the protection of rights of the Series 20232024-1 Co-Owner; (d) evidencing the succession, or successive successions, of any other Person to the Issuer Trustee, the Seller, the Servicer and the Custodian; (e) making any addition to, or modification, amendment or elimination of any of the terms of, this Agreement which, in the Opinion of Counsel, is necessary or advisable in order to incorporate, reflect or comply with any Requirements of Law or requirement of any Governmental Authority of any jurisdiction, the provisions of which apply to the Series 20232024-1 Co-Owner, the Seller, the Servicer or the Custodian; (f) making any changes or corrections in this Agreement which in the Opinion of Counsel are non-substantive corrections or changes or are required for the purposes of curing or correcting any ambiguity, or defective or inconsistent provisions, or any clerical omission or mistake or manifest error contained herein, or in any deed, indenture or other agreements supplemental or ancillary hereto or thereto; (g) making any addition to, modification, amendment or elimination of any of the terms of, this Agreement relating to the Series 20232024-1 Ownership Interest in order to conform such documents to the description thereof set forth in the prospectus or offering memorandum of the Series 20232024-1 Co-Owner under which the Series 20232024-1 Senior Notes have been offered for sale or sold; and (h) making any amendments provided for or contemplated in Sections 2.6, 4.2, 5.1 and 7.2.