Common use of Delivery of Loan Files Clause in Contracts

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations), and all portions of the Loan Files, to the Collateral Custodian on behalf of the Facility Agent prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii) of the Custody Agreement and deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) of the Custody Agreement. The Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Agent, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a). The Servicer shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations), and all portions of the Loan Files, ) to the Collateral Custodian on behalf of the Facility Agent prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii) of the Custody Agreement and deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) of the Custody Agreement. The Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Agent, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a). The Servicer shall also identify on the each Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations)Notes, and all portions of the Loan Files, Files to the Collateral Custodian Trustee on behalf of the Facility Agent Trustee on behalf of the Secured Parties prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided provided, however, that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii(i) have a copy of the Custody Agreement executed Underlying Note faxed to the Trustee on the applicable Funding Date with the original to be received by the Trustee within two (2) Business Days after such Funding Date and (ii) within ten Business Days of the Funding Date deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable. Pursuant to Section 7.10, not later than the applicable date or dates specified in Sections 2(b)(v) Borrower is required to deliver such instruments and 2(b)(viii) Loan Files to the Trustee for the benefit of the Custody AgreementSecured Parties. The Accordingly, the Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian Trustee on behalf of the Facility AgentSecured Parties, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a5.3(a). The Servicer shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except other than in the case of Noteless Loans, Global Note Loans or Participations), and all portions of the Loan Files, Files to the Collateral Custodian Trustee on behalf of the Facility Agent Secured Parties prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii(i) (other than in the case of a Noteless Loan) have a copy of the Custody Agreement executed Underlying Note faxed to the Trustee on the applicable Funding Date and cause the original to be received by the Trustee within two Business Days after such Funding Date and (ii) within ten Business Days of the Funding Date deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable. Pursuant to Section 7.10, not later than the applicable date or dates specified in Sections 2(b)(v) Borrower is required to deliver such instruments and 2(b)(viii) Loan Files to the Trustee for the benefit of the Custody AgreementSecured Parties. The Accordingly, the Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian Trustee on behalf of the Facility AgentSecured Parties, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a5.3(a). The Servicer shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations)Notes, and all portions of the Loan Files, Files to the Collateral Custodian on behalf of the Facility Agent Agent, as agent for the Secured Parties, prior to the applicable Funding Dates, Dates in each case endorsed in blank or to the Facility Agent, without recourse; provided provided, however, that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii(i) have a copy of the Custody Agreement executed Underlying Note faxed to the Collateral Custodian on the applicable Funding Date with the original to be received by the Collateral Custodian within two (2) Business Days after such Funding Date and (ii) within ten (10) Business Days of the Funding Date deliver all other portions of the Loan File in each case endorsed in blank without recourse. Pursuant to Section 7.10, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) Borrower is required to deliver such instruments and 2(b)(viii) Loan Files to the Collateral Custodian for the benefit of the Custody AgreementAgent, as agent for the Secured Parties. The Accordingly, the Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Agent, as agent for the Secured Parties, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(asubsection 5.3(a). The Servicer shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) a. The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations), and all portions of the Loan Files, ) to the Collateral Custodian on behalf of the Facility Agent prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii) of the Custody Agreement and deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) of the Custody Agreement. The Borrower hereby authorizes and directs the Servicer to deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Agent, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a). The Servicer shall also identify on the each Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.

Delivery of Loan Files. (a) The BorrowerSeller shall deliver, or on behalf of the Servicer on its behalfBuyer, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan Purchased Asset set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations)Notes, and all portions of the Loan Files, Files to the Collateral Custodian on behalf of the Facility Agent Secured Parties prior to the applicable Funding Dates, Purchase Dates in each case endorsed in blank or to the Facility Agent, without recourse; provided provided, however, that notwithstanding the foregoing, with respect to any Pre-Positioned LoanLoan to be purchased by the Seller with the proceeds of an Advance or a Swingline Advance, the Borrower Seller shall make all deliveries required under Section 2(b)(ii(i) have a copy of the Custody Agreement executed Underlying Note faxed to the Collateral Custodian on the applicable Purchase Date with the original to be received by the Collateral Custodian within two Business Days after such Purchase Date and (ii) within ten Business Days of the Purchase Date deliver all other portions of the Loan File to the Collateral Custodian in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) . Pursuant to Section 7.10 of the Custody Loan Funding Agreement, the Seller is required to deliver such instruments and Loan Files to the Collateral Custodian for the benefit of the Secured Parties. The Borrower hereby authorizes and directs Accordingly, the Servicer to Seller shall deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Buyer and for the account of Deal Agent, as agent for the Secured Parties, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a6.2(a). The Servicer Seller shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans Purchased Assets that are not evidenced by such instruments.

Delivery of Loan Files. (a) The BorrowerSeller shall deliver, or on behalf of the Servicer on its behalfBuyer, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan Purchased Asset set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations)Notes, and all portions of the Loan Files, Files to the Collateral Custodian on behalf of the Facility Agent Secured Parties prior to the applicable Funding Dates, Purchase Dates in each case endorsed in blank or to the Facility Agent, without recourse; provided that provided, however, notwithstanding the foregoing, in connection with respect any Loan to be purchased by the Seller with the proceeds of an Expedited Advance or any Pre-Positioned Loan, the Borrower Seller shall make all deliveries required under Section 2(b)(ii(i) have a copy of the Custody Agreement executed Underlying Note faxed to the Collateral Custodian on the applicable Purchase Date with the original to be received by the Collateral Custodian within two (2) Business Days after such Purchase Date and (ii) within ten (10) Business Days of the Purchase Date deliver all other portions of the Loan File to the Collateral Custodian in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) . Pursuant to Section 7.10 of the Custody Loan Funding Agreement, the Seller is required to deliver such instruments and Loan Files to the Collateral Custodian for the benefit of the Secured Parties. The Borrower hereby authorizes and directs Accordingly, the Servicer to Seller shall deliver possession of all such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Buyer and for the account of Agent, as agent for the Secured Parties, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(asubsection 6.2(a). The Servicer Seller shall also identify on the Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans Purchased Assets that are not evidenced by such instruments.

Delivery of Loan Files. (a) The Borrower, or the Servicer on its behalf, shall deliver possession of all “instruments” (within the meaning of Article 9 of the UCC) not constituting part of “chattel paper” (within the meaning of Article 9 of the UCC) that evidence any Transferred Loan set forth on a Loan List, including all Underlying Notes (except in the case of Noteless Loans, Global Note Loans or Participations), and all portions of the Loan Files, ) to the Collateral Custodian on behalf of the Facility Agent prior to the applicable Funding Dates, in each case endorsed in blank or to the Facility Agent, without recourse; provided that notwithstanding the foregoing, with respect to any Pre-Positioned Loan, the Borrower shall make all deliveries required under Section 2(b)(ii) of the Custody Agreement and deliver all other portions of the Loan File in each case endorsed in blank without recourse, where applicable, not later than the applicable date or dates specified in Sections 2(b)(v) and 2(b)(viii) of the Custody Agreement. The Borrower hereby authorizes and directs the Servicer to deliver possession of all {B2297203; 11} - 40 - such instruments and Loan Files to the Collateral Custodian on behalf of the Facility Agent, and agrees that such delivery shall satisfy the condition set forth in the first sentence of this Section 6.5(a). The Servicer shall also identify on the each Loan List (including any amendment thereof), whether by attached schedule or marking or other effective identifying designation, all Transferred Loans that are not evidenced by such instruments.