Common use of Funding Loans Clause in Contracts

Funding Loans. (a) Company shall provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM Mountain Time on each Funding Date. Each Funding Statement shall (i) identify those Applicants whose Applications satisfy the requirements of a Credit Policy and with respect to whom Company requests that Bank establish Loans (or fund Loan Advances), (ii) provide the Funding Amount to be disbursed by Bank on such Funding Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, and (iii) provide the aggregate Transaction Fee related to such Loans. The Funding Statement shall be in the form of Exhibit F. (b) Subject to timely receipt of the Funding Statement, including receipt from Company of instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, Bank shall initiate the disbursement of Loan Proceeds to or on behalf of Borrowers in accordance with the procedures determined by the Parties, by no later than 5:00 PM Mountain Time on each Funding Date. Bank shall retain the Loan Origination Fees for Bank’s account. (c) To the extent that the aggregate principal balance of Loans held by Bank (or its Affiliates) would exceed the Program Threshold Amount following the funding of any Loan or Loan Advance, Bank may elect not to fund such Loan or Loan Advance. Company may request an increase in the Program Threshold Amount at any time by providing written notice to Bank, specifying the increased Program Threshold Amount requested and accompanied by information supporting Company’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. Bank shall approve or reject any such request within ten (10) Business Days, and shall use reasonable best efforts to provide its approval or rejection more quickly. (d) The obligations of Bank to disburse Loan Proceeds, as provided in Section 6(b), and to pay the Transaction Fee, as provided in Section 5(h), are subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bank: (1) the representations and warranties of Company set forth in the Program Documents shall be true and correct in all material respects at the time of or prior to each disbursement of Loan Proceeds by Bank as though made as of the time Bank disburses such Loan Proceeds; and (2) the obligations of Company set forth in the Program Documents to be performed prior to each disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursement.

Funding Loans. (a) Company shall securely provide a Funding Statement to Bank as however mutually agreed by the Parties on each Funding Request Date. If Company provides a Funding Statement by 11:00am Mountain Time on a Funding Request Date, Bank shall initiate the disbursement of Loan Proceeds on such Funding Request Date. Company shall provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM Mountain Time on each Funding Request Date for disbursement of Loan Proceeds by Bank on each Disbursement Date. Each Funding Statement shall (i) identify those Applicants whose Applications satisfy the requirements of a Bank’s Credit Policy and with respect to whom Company requests that Bank establish Loans (or fund Loan Advances)Loans, and (ii) provide the Funding Amount to be disbursed by Bank on such Funding the Disbursement Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, and (iii) provide the aggregate Transaction Fee related to such Loans. The Funding Statement shall be in the form of Exhibit F. (b) Subject to timely receipt of the Funding Statement, including receipt from Company of instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, Bank shall initiate the disbursement of Loan Proceeds from Bank funds directly to or on behalf of Borrowers in accordance with the procedures determined by the Parties, by no later than 5:00 1:00PM Mountain time if Company provides a Funding Statement by 11:00am Mountain Time on a Funding Request Date and 4:00 PM Mountain Time on each Funding Disbursement Date. Bank shall retain the Loan Origination Fees for Bank’s account. (c) To Company shall provide to Bank projections for Loan demand on a rolling twelve (12) month basis. The Bank shall evaluate the extent Program Threshold Amount on a monthly basis and may adjust it in order to meet funding requirements of the Program. If, at any time, Bank reasonably anticipates that the aggregate principal balance of Loans held by Bank (or its Affiliates) would but excluding any Loans that are not offered by Bank for participation pursuant to the Loan Participation Agreement will exceed the Program Threshold Amount following Amount, and the funding of any Loan or Loan Advance, Bank may elect will not to fund such Loan or Loan Advance. Company may request an increase in the Program Threshold Amount at any time by providing written notice to BankAmount, specifying the increased Program Threshold Amount requested and accompanied by information supporting Company’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. then Bank shall approve immediately notify Company of its need to cease or reject suspend funding Loans. Unless a Regulatory Authority mandates an immediate cessation of funding, Bank shall proceed to fund any such request within ten (10) Business Days, and shall use reasonable best efforts Loan for which an approval decision was communicated to provide its approval the Borrower before Bank decided to cease or rejection more quicklysuspend funding. (d) The obligations of Bank to disburse Loan Proceeds, as provided in Section 6(b), and to pay the Transaction Marketing Fee, as provided in Section 5(h), are subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bank: (1) the i. The representations and warranties of Company set forth in the Program Documents shall be true and correct in all material respects at the time of or prior to each disbursement of Loan Proceeds by Bank as though made as of the time Bank disburses such Loan Proceeds; and (2) the ii. The obligations of Company set forth in the Program Documents to be performed prior to each disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursement.

Funding Loans. (a) For the disbursement of Loan Proceeds in a manner agreed upon by the Parties other than disbursement of Loan Proceeds via any Card, Company shall will provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM 12:00 noon Mountain Time on each Funding Date. Each Funding Statement shall (i) identify those Applicants whose Applications satisfy the requirements of a Credit Policy and with With respect to whom Company requests that Bank establish Loans (or fund Loan Advances), (ii) provide the Funding Amount to be disbursed by Bank on such Funding Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrowervia any Card, and (iii) Company will provide the aggregate Transaction Fee related to such Loans. The a Funding Statement shall be in to Bank by e-mail or as otherwise mutually agreement by the form of Exhibit F. (b) Parties by 12:00 noon Mountain Time on each Funding Date, to compare against the drawdown request from the Network and allow the Bank to confirm the drawdown request from the Network. Subject to timely receipt of the Funding Statement, including receipt Bank shall initiate disbursement of Loan Proceeds on each Funding Date on behalf of the Borrowers in accordance with the instructions on the Funding Statement. The form of the Funding Statement shall be mutually determined by the Parties and may be modified by the Parties from Company of instructions for time to time. (b) In connection with the disbursement of Loan Proceeds to or on behalf of each Borrowervia any Card, Bank shall initiate the disbursement of Loan Proceeds to or on behalf of Borrowers in accordance with the procedures determined (i) by the Parties, by no later than 5:00 PM Mountain Funding Time on each Funding Date. , Bank shall retain transfer the Loan Origination Fees total funding amount, as identified on the drawdown request from the Network, to the Network, and (ii) Company will reconcile the Funding Statement for each day with the drawdown request from the Network, and provide such reconciliation to Bank’s account. (c) For the avoidance of doubt, upon disbursement of the funding amount in accordance with Section 11(a), (b) and (h), Bank’s obligation to provide funds to Company’s merchants is fully satisfied. Company shall indemnify and hold harmless Bank for any liability associated with non-delivery of Loan Proceeds to the extent Bank complies with wire/ACH instructions in the applicable reports. (d) At no time may the total amount of the Single Disbursement Loans and Receivables on Multiple Disbursement Loans held by Bank plus Unfunded Commitment amounts on Multiple Disbursement Loans (net of sold Receivables) exceed the Program Threshold Amount; provided, however, Bank understands that based on historic product sales patterns, the Company may incur seasonal fluctuations and/or growth in the Program and agrees that Company may request an increase in the Program Threshold Amount based on anticipated seasonal fluctuations or growth in the Program, and Bank will consider in good faith such requests from Company. (e) To the extent that the aggregate principal balance of Single Disbursement Loans and Receivables on Multiple Disbursement Loans held by Bank (or its AffiliatesAffiliates (net of sold Receivables) would exceed the Program Threshold Amount following the funding of any Loan or Loan AdvanceLoans, Bank may elect not to fund such Loan or Loan Advance. Single Disbursement Loans and Receivables on Multiple Disbursement Loans; provided, however, Bank understands that based on historic product sales patterns, the Company may incur seasonal fluctuations and/or growth in the Program and agrees that Company may request an increase in the Program Threshold Amount at any time by providing written notice based on anticipated seasonal fluctuations or growth in the Program, and Bank will consider in good faith such requests from Company. For the avoidance of doubt, it shall be a breach of this Agreement for Company to Bank, specifying exceed the increased Program Threshold Amount requested and accompanied by information supporting Companywithout obtaining Bank’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. Bank shall approve or reject any such request within ten (10) Business Days, and shall use reasonable best efforts to provide its approval or rejection more quicklyprior written consent. (df) The obligations obligation of Bank to disburse Loan Proceedsthe total funding amount, as provided in Section 6(bSections 11(a), (b) and to pay the Transaction Fee, as provided in Section 5(h(h), are is subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bank: (1) the representations and warranties of Company set forth in the Program Documents shall be true and correct in all material respects at the time of or and immediately prior to each such disbursement of Loan Proceeds by Bank as though made as of the time Bank disburses such Loan Proceedsamount; and (2) the obligations of Company set forth in the Program Documents to be performed prior to each such disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursement. (g) If Company, as servicer for Bank, agrees to cancel a Loan which is then owned by Bank and refund interest and fees to Borrower, at the request of a Borrower, Company shall ensure that the original principal amount of the Loan is promptly returned to Bank. (h) In the event that Bank and Company are unable to fully transition the issuance of Cards from Company's existing relationships with, but not limited to, Marqeta and Xxxxxx Bank to Bank BIN(s) by the Program Launch Date, Bank agrees that for up to twelve (12) months post-Program Launch Date, Bank will continuously pre-fund a Marqeta for benefit of ("FBO") account at Xxxxxx Bank ("WebBank Issuing Account") with the Agreed Minimum Balance to facilitate the daily funding and settlement activity between Marqeta as processor and Network. The amounts pre-funded in the WebBank Issuing Account will be considered unfunded ("Unfunded Commitment") until a settlement file is received from Company indicating that certain prefunded amounts have been settled through the Network. Bank funds at any time in the WebBank Issuing Account shall be held in trust solely for the benefit of Bank and for the sole purpose of disbursal of Loan Proceeds. No Bank funds shall be used for any purpose other than to deliver such Loan Proceeds. Company shall not permit any lien, charge, security interest, or encumbrance of any sort whatsoever to exist in such WebBank Issuing Account, or any funds at any time held therein, other than such rights and interests as may from time to time exist of Bank. For the avoidance of doubt, upon the earlier to occur of (i) twelve (12) months post-Program Launch Date or (ii) the full transition to Bank BIN(s), this Section 11(h) shall no longer be effective and any funds remaining in the WebBank Issuing Account shall be immediately returned to Bank. (i) By 7:00 AM Mountain Time on each Business Day, Company shall provide a report to Bank of the amount of Loan Proceeds disbursed through Cards on the prior Business Day (and any subsequent non-Business Days), including the total amount of such Loan Proceeds, and including the amount of Bank’s funds remaining in the WebBank Issuing Account.

Funding Loans. (a) Company shall provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM Mountain Time on each Funding Date[*]. Each Funding Statement shall (i) identify those Applicants whose Applications satisfy the requirements of a the Credit Policy and with respect to whom Company requests that Bank establish Loans (or fund Loan Advances)Accounts, and (ii) provide the Funding Amount to be disbursed by Bank on such Funding Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, and (iii) provide the aggregate Transaction Fee related to such Loans. The Funding Statement shall be in the form of Exhibit F.E. (b) Subject to timely receipt of the Funding Statement, including receipt Bank shall transfer the Funding Amount from the Funding Account to the Disbursement Account by wire transfer initiated by Bank by no later than [*]. Company of instructions shall provide Bank the account number and routing number for the disbursement Disbursement Account prior to the first Funding Date. (c) Subject to timely receipt of the Funding Amount, Company shall disburse Loan Proceeds to or on behalf of each Borrower, Bank shall initiate Borrowers by ACH transfers from the disbursement of Loan Proceeds to or on behalf of Borrowers Disbursement Account in accordance with the procedures determined by Funding Statement on the Parties, by no later than 5:00 PM Mountain Time on each Funding Date. Bank shall authorizes Company to deduct and retain from the Loan Funding Amount the aggregate amount of the Origination Fees for Bank’s accountset forth on the Funding Statement as a Program servicing fee. (cd) To the extent that the aggregate principal balance of Loans Loan Accounts held by Bank (or its Affiliates) would exceed the Program Threshold Amount following the funding of any Loan or Loan AdvanceAccount, Bank may elect not to fund such Loan or Loan Advance. Company may request an increase in the Program Threshold Amount at any time by providing written notice to Bank, specifying the increased Program Threshold Amount requested and accompanied by information supporting Company’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. Bank shall approve or reject any such request within ten (10) Business Days, and shall use reasonable best efforts to provide its approval or rejection more quicklyAccount. (de) The obligations In addition to any other rights or remedies available to Bank under this Agreement or by law, Bank shall have the right to suspend payments of Bank the Funding Amounts due to disburse Loan Proceedsthe Disbursement Account during the period commencing with the occurrence of any monetary default by Company or PFL, as provided in Section 6(b)applicable, under the Program Documents and to pay the Transaction Feeending when such condition has been cured, as provided in Section 5(h), are subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bank: following: (1) if the representations monetary default is not material, Bank shall notify Company of such default, and warranties Bank shall not suspend payments of Funding Amounts unless Company set forth in the Program Documents shall be true and correct in all material respects at the time of or prior PFL, as applicable, fails to each disbursement of Loan Proceeds by Bank as though made as of the time Bank disburses cure such Loan Proceeds; and default within two (2) Business Days of receipt of such notice from Bank; and (2) if the monetary default is material, Bank may suspend payments of the funding Amounts without giving Company or PFL, as applicable, an opportunity to cure. For purposes of the foregoing, the failure by Company or PFL, as applicable, to purchase any Loan Accounts under the Loan Sale Agreement, or Company’s or PFL’s breach of its indemnification obligations of Company set forth in under the Program Documents Documents, or Company’s or PFL’s failure to timely deposit money as required by Section 2(b) of the Loan Sale Agreement, shall be performed prior deemed a material default of the Program Documents. Notwithstanding Bank’s suspension rights under this Section, Bank may also exercise any right to each disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursement.terminate this Agreement as permitted herein. * Confidential Treatment Requested

Funding Loans. (a) Company shall provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM Mountain Time on each Funding Date. Each Funding Statement shall (i) identify those Applicants whose Applications satisfy the requirements of a Credit Policy and with respect to whom Company requests that Bank establish Loans (or fund Loan Advances), (ii) provide the Funding Amount to be disbursed by Bank on such Funding Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, and (iii) provide the aggregate Transaction Fee related to such Loans. The Funding Statement shall be in the form of Exhibit F.on (b) Subject to timely receipt of the Funding Statement, including receipt from Company of instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, Bank shall initiate the disbursement of Loan Proceeds to or on behalf of Borrowers in accordance with the procedures determined by the Parties, by no later than 5:00 PM Mountain Time on each Funding Date. Bank shall retain the Loan Origination Fees for Bank’s account. (c) To the extent that the aggregate principal balance of Loans held by Bank (or its Affiliates) would exceed the Program Threshold Amount following the funding of any Loan or Loan Advance, Bank may elect not to fund such Loan or Loan Advance. Company may request an increase in the Program Threshold Amount at any time by providing written notice to Bank, specifying the increased Program Threshold Amount requested and accompanied by information supporting Company’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. Bank shall approve or reject any such request within ten (10) Business Days, and shall use reasonable best efforts to provide its approval or rejection more quickly. (d) The obligations of Bank to disburse Loan Proceeds, as provided in Section 6(b), and to pay the Transaction Fee, as provided in Section 5(h), are subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bank: (1) the representations and warranties of Company set forth in the Program Documents shall be true and correct in all material respects at the time of or prior to each disbursement of Loan Proceeds by Bank as though made as of the time Bank disburses such Loan Proceeds; and (2) the obligations of Company set forth in the Program Documents to be performed prior to each disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursement.

Funding Loans. (a) In order to support the administration of the Program on behalf of Bank, Company shall provide a Funding Statement to Bank by e-mail or as otherwise mutually agreed by the Parties by 1:00 PM Mountain Time on each Funding Date. Each Funding Statement shall (i) identify those Applicants whose Applications have been reviewed by Company on the Bank’s behalf who satisfy the requirements of a Bank’s Credit Policy for the Program, and with respect to whom Company requests that Bank establish Loans (or fund Loan Advances), (ii) provide the requested Funding Amount to be disbursed by Bank on such Funding Date, including instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower and/or such Borrower’s designee, and (iii) provide the aggregate Transaction Marketing Fee related with respect to such Loansthe Loans requested for funding by Bank. Bank’s funding of any Applicant is at all times subject to Bank’s approval as set forth in Section 3. The Funding Statement shall be in the form of Exhibit F.E. (b) Subject to timely receipt of the Funding Statement, including and receipt from Company of instructions for the disbursement of Loan Proceeds to or on behalf of each Borrower, Bank shall initiate the disbursement of Loan Proceeds to or on behalf of Borrowers and/or Borrower’s designees in accordance with the procedures determined by the Parties, by no later than 5:00 4:00 PM Mountain Time on each Funding Date. Bank shall retain the Loan Origination Fees for Bank’s account. (c) To the extent that the aggregate principal balance of Loans held by Bank (or its Affiliates) would exceed the Program Threshold Amount following the funding of any Loan or Loan AdvanceLoan, Bank may elect not to fund such Loan or Loan AdvanceLoan. Company may request an increase in the Program Threshold Amount at any time by providing written notice to Bank, specifying the increased Program Threshold Amount requested and accompanied by information supporting Company’s conclusion that the proposed increased Program Threshold Amount is reasonably necessary to support the expected growth in Program volume. Bank shall approve or reject any such request within ten (10) Business Days, and shall use reasonable best efforts to provide its approval or rejection more quickly. (d) The obligations In addition to any other rights or remedies available to Bank under this Agreement or by law, Bank shall have the right to suspend payments of Bank to disburse Loan Proceedsthe Funding Amounts during the period commencing with the occurrence of any monetary default by Company or PFL, as provided in Section 6(b)applicable, under the Program Documents and to pay the Transaction Feeending when such condition has been cured, as provided in Section 5(h), are subject to the satisfaction of the following conditions precedent immediately prior to each disbursement of Loan Proceeds by Bankfollowing: (1) if the representations monetary default is not material, Bank shall notify Company of such default, and warranties Bank shall not suspend payments of Funding Amounts unless Company set forth in the Program Documents shall be true and correct in all material respects at the time or PFL, as applicable, fails to cure such default within two (2) Business Days of or prior to each disbursement receipt of Loan Proceeds by Bank as though made as of the time Bank disburses such Loan Proceedsnotice from Bank; and (2) if the monetary default is material, Bank may suspend payments of the Funding Amounts without giving Company or PFL, as applicable, an opportunity to cure. For purposes of the foregoing, the failure by Company or PFL, as applicable, to purchase any Assets under the Asset Sale Agreement, or Company’s or PFL’s breach of its indemnification obligations of Company set forth in under the Program Documents Documents, or Company’s or PFL’s failure to timely deposit money as required by Section (c) of Schedule 2 to the Asset Sale Agreement, or PFL’s failure to timely deposit loan collections as required by Section 3.03 of the Servicing Agreement, shall be performed prior deemed a material default of the Program Documents. Notwithstanding Bank’s suspension rights under this Section, Bank may also exercise any right to each disbursement of Loan Proceeds by Bank shall have been performed prior to each such disbursementterminate this Agreement as permitted herein.