Common use of Loan Documentation; Collateral Clause in Contracts

Loan Documentation; Collateral. Upon receipt of a completed Store Opening Information Sheet, Servicer shall proceed to document the Loan and shall forward such documentation to the applicable Franchisee for signature within ten (10) Business Days after receipt of the Store Opening Information. Each Loan made pursuant to this Agreement shall be evidenced by the following documentation in such form as is set forth in the Exhibits to the Operative Documents for the applicable Facility (the “Legal Forms”), with such modifications as Sponsor and Servicer may agree upon from time to time in accordance with the terms hereof: (a) the Loan Agreement and, if applicable, a security agreement; (b) the Master Note; (c) a Personal Guaranty of each Person specified as a Guarantor in the Funding Approval Notice for such Loan, and, if requested by Sponsor and to the extent not prohibited by law, the spouse of such Person; provided, however, that if such spouse is not providing a Personal Guaranty, a Spousal Consent will be part of the Legal Forms; (d) a Subordination Agreement from each other debtholder of the Franchisee substantially in the form of Exhibit I (each, a “Subordination Agreement”); (e) suitable Financing Statements to enable Servicer to perfect the security interest granted to it in the personal property of the Franchisee under the Loan Agreement; (f) a Corporate Authorization; and (g) an ACH Authorization or a PAD Authorization, as applicable. To the extent that any of the foregoing items (other than the Loan Agreement or Master Note) have been provided by the relevant Franchisee in connection with a prior Loan, Sponsor may waive the requirement that such documents be prepared by the Servicer or executed by the Franchisee. At the request of the Sponsor set forth in the Funding Approval Notice, the Servicer will prepare a Commitment Letter and forward such Commitment Letter with the Legal Forms to the Franchisee. In addition, Servicer shall engage a nationally recognized service to perform lien searches in the jurisdictions listed by the Sponsor in the Funding Approval Notice. Prior to the Closing Date, Servicer shall prepare appropriate Financing Statements to be filed in connection with the Loan and forward the same to the Franchisee for execution to the extent required by applicable law. The Franchisee shall, to the extent required by applicable law, promptly execute and return such financing statements to Servicer for filing. Upon receipt from Franchisee, the Servicer shall promptly file all such financing statements in the appropriate filing office. Servicer shall prepare and shall execute the Loan Documents where required and forward copies of the executed documents to the Franchisee and, if requested by the Sponsor (whether at the time of closing or at a later date), to the Sponsor. Franchisee shall execute and deliver the Loan Documents to the Servicer prior to the funding of the initial Advance to such Borrower. In addition, Sponsor shall cause the Borrower to forward or to have forwarded to Servicer a Certificate of Insurance evidencing the Borrower’s ownership of liability insurance and of property and casualty insurance in an amount not less than the greater of (i) the Loan Commitment, or (ii) the full replacement cost of the Collateral, which certificate shall name Servicer as sole loss payee and additional insured and shall also provide that Servicer shall receive thirty (30) days’ prior written notice at Aaron’s Program Manager SunTrust Bank Program Lending 000 Xxxxxxxxx Xxxxxx, X.X., 0xx Xxxxx Mail Code 1802 Xxxxxxx, Xxxxxxx 00000 of any lapse, termination or cancellation of the insurance policies referenced on such certificate. The Servicer shall have no obligation to obtain such Certificate of Insurance or to notify Sponsor of any Borrower’s failure to deliver such Certificate of Insurance or to notify Sponsor of the contents thereof.

Loan Documentation; Collateral. Upon receipt of a completed Store Opening Information SheetFunding Approval Notice, Servicer shall proceed to order a certificate of good standing or the equivalent from the state of organization of the Franchisee and to document the Loan and shall forward such documentation to the applicable Franchisee for signature within ten five (105) Business Days after receipt of the Store Opening InformationFunding Approval Notice, provided that such Funding Approval Notice has been properly completed and that the Franchisee is in good standing upon Servicer’s receipt of the Funding Approval Notice. Each Loan made pursuant to this Agreement shall be evidenced by the following documentation in such form as is set forth in the Exhibits to the Operative Documents for the applicable Facility (the “Legal Forms”), with such exceptions or modifications as Sponsor and Servicer may agree upon from time to time in accordance with the terms hereof: : (a) the Loan Agreement and, if applicable, a security agreement; ; (b) the Master Note; ; (c) a Personal Guaranty of each Person specified as a Guarantor in the Funding Approval Notice for such Loan, and, if requested by Sponsor and to the extent not prohibited by law, the spouse of such Person; provided, however, that if such spouse is not providing a Personal Guaranty, a Spousal Consent will be part of the Legal Forms; ; (d) a Subordination Agreement from each other debtholder of the Franchisee substantially in the form of Exhibit I (each, a “Subordination Agreement”); (e) suitable Financing Statements to enable Servicer to perfect the security interest granted to it in the personal property of the Franchisee under the Loan Agreement; ; (fe) a Corporate Authorization; and and (gf) an ACH Authorization or a PAD Authorization, as applicable. To the extent that any of the foregoing items (other than the Loan Agreement or Master Note) have been provided by the relevant Franchisee in connection with a prior Loan, Sponsor may waive the requirement that such documents be prepared by the Servicer or executed by the Franchisee. In addition, Sponsor may choose to waive providing the documentation described in clauses (c) and (d) above by written notice to Servicer. At the request of the Sponsor set forth in the Funding Approval Notice, the Servicer will prepare a Commitment Letter and forward such Commitment Letter with the Legal Forms to the Franchisee. In additionWithin five (5) Business Days after receipt of the Funding Approval Notice and the executed Pre-Filing Authorization Letter for Financing Statements, Servicer shall prepare appropriate Financing Statements to be filed in connection with the Loan and shall promptly file all such financing statements in the appropriate filing office. Servicer shall engage a nationally recognized service to perform lien searches in the jurisdictions listed by the Sponsor in the Funding Approval Notice. Prior to the Closing Date, Servicer shall prepare appropriate Financing Statements provide to be filed Sponsor a copy of lien searches in connection with the Loan and forward jurisdictions listed by the same to Sponsor in the Franchisee for execution to Funding Approval Notice showing the positions of Servicer’s lien. To the extent required by applicable lawthere are any existing liens which prevent Servicer from having a first-priority security interest in the Collateral, Servicer shall immediately notify Sponsor and wait for Sponsor’s instructions prior to making the first Advance. The Franchisee shall, to To the extent required by applicable lawServicer does not have a first-priority security interest in the Collateral, promptly execute and return Sponsor may consent in writing to waive such financing statements to Servicer for filingrequirement. Upon receipt from Franchisee, the Servicer shall promptly file all such financing statements in the appropriate filing office. Servicer shall prepare and shall execute the of Loan Documents where required and forward copies of the executed documents to the Franchisee andfrom Servicer, if requested by the Sponsor (whether at the time of closing or at a later date), to the Sponsor. Franchisee shall execute and deliver the Loan Documents to the Servicer prior to the funding of the initial Advance to such Borrower. In addition, Servicer shall execute the Loan Documents where required and forward copies of the executed documents to the Franchisee and the Sponsor promptly after closing. Sponsor hereby agrees that delivery by the Franchisee of an executed counterpart to any Loan Document or delivery of any Funding Approval Notice by the Sponsor by facsimile transmission or by electronic mail in pdf format shall be as effective as delivery of a manually executed counterpart. Sponsor shall cause the Borrower to forward or to have forwarded to Servicer a Certificate of Insurance evidencing the Borrower’s ownership of liability insurance and of property and casualty insurance in an amount not less than the greater of (i) the Loan Commitment, or (ii) the full replacement cost of the Collateral, which certificate shall name Servicer as sole loss payee and additional insured and shall also provide that Servicer shall receive thirty (30) days’ prior written notice at Aaron’s Program Manager SunTrust Bank Program Lending 000 3000 Xxxxxxxxx XxxxxxXxxx, X.X., 0xx Xxxxx Mail Code 1802 XxxxxxxAxxxxxx, Xxxxxxx 00000 of any lapse, termination or cancellation of the insurance policies referenced on such certificate. The Servicer shall have no obligation use its commercially reasonable efforts to attempt to obtain such Certificate of Insurance or prior to the funding of the initial Advance to such Borrower and to notify Sponsor of any Borrower’s failure to deliver such Certificate of Insurance. To the extent Borrower fails to deliver such Certificate of Insurance or prior to notify the Closing Date, the Servicer shall not fund any Advance unless the Sponsor of the contents thereofagrees in writing to waive such requirement.

Loan Documentation; Collateral. Upon receipt of a completed Store Opening Information Sheet, Servicer shall proceed to document the Loan and shall forward such documentation to the applicable Franchisee for signature within ten (10) Business Days after receipt of the Store Opening Information. Each Loan made pursuant to this Agreement shall be evidenced by the following documentation in such form as is set forth in the Exhibits to the Operative Documents for the applicable Facility (the “Legal Forms”), with such modifications as Sponsor and Servicer may agree upon from time to time in accordance with the terms hereof: : (a) the Loan Agreement and, if applicable, a security agreement; ; (b) the Master Note; ; (c) a Personal Guaranty of each Person specified as a Guarantor in the Funding Approval Notice for such Loan, and, if requested by Sponsor and to the extent not prohibited by law, the spouse of such Person; provided, however, that if such spouse is not providing a Personal Guaranty, a Spousal Consent will be part of the Legal Forms; ; (d) a Subordination Agreement from each other debtholder of the Franchisee substantially in the form of Exhibit I (each, a “Subordination Agreement”); ; (e) suitable Financing Statements to enable Servicer to perfect the security interest granted to it in the personal property of the Franchisee under the Loan Agreement; ; (f) a Corporate Authorization; and and (g) an ACH Authorization or a PAD Authorization, as applicable. To the extent that any of the foregoing items (other than the Loan Agreement or Master Note) have been provided by the relevant Franchisee in connection with a prior Loan, Sponsor may waive the requirement that such documents be prepared by the Servicer or executed by the Franchisee. At the request of the Sponsor set forth in the Funding Approval Notice, the Servicer will prepare a Commitment Letter and forward such Commitment Letter with the Legal Forms to the Franchisee. In addition, Servicer shall engage a nationally recognized service to perform lien searches in the jurisdictions listed by the Sponsor in the Funding Approval Notice. Prior to the Closing Date, Servicer shall prepare appropriate Financing Statements to be filed in connection with the Loan and forward the same to the Franchisee for execution to the extent required by applicable law. The Franchisee shall, to the extent required by applicable law, promptly execute and return such financing statements to Servicer for filing. Upon receipt from Franchisee, the Servicer shall promptly file all such financing statements in the appropriate filing office. Servicer shall prepare and shall execute the Loan Documents where required and forward copies of the executed documents to the Franchisee and, if requested by the Sponsor (whether at the time of closing or at a later date), to the Sponsor. Franchisee shall execute and deliver the Loan Documents to the Servicer prior to the funding of the initial Advance to such Borrower. In addition, Sponsor shall cause the Borrower to forward or to have forwarded to Servicer a Certificate of Insurance evidencing the Borrower’s ownership of liability insurance and of property and casualty insurance in an amount not less than the greater of (i) the Loan Commitment, or (ii) the full replacement cost of the Collateral, which certificate shall name Servicer as sole loss payee and additional insured and shall also provide that Servicer shall receive thirty (30) days’ prior written notice at Aaron’s Program Manager SunTrust Bank Program Lending 000 Xxxxxxxxx Xxxxxx, X.X., 0xx Xxxxx Mail Code 1802 Xxxxxxx, Xxxxxxx 00000 of any lapse, termination or cancellation of the insurance policies referenced on such certificate. The Servicer shall have no obligation to obtain such Certificate of Insurance or to notify Sponsor of any Borrower’s failure to deliver such Certificate of Insurance or to notify Sponsor of the contents thereof.

Loan Documentation; Collateral. Upon receipt of a completed Store Opening Information Sheet, Servicer shall proceed to document the Loan and shall forward such documentation to the applicable Franchisee for signature within ten (10) Business Days after receipt of the Store Opening Information. Each Loan made pursuant to this Agreement shall be evidenced by the following documentation in such form as is set forth in the Exhibits to the Operative Documents for the applicable Facility (the “Legal Forms”), with such modifications as Sponsor and Servicer may agree upon from time to time in accordance with the terms hereof: : (a) the Loan Agreement and, if applicable, a security agreement; Agreement; (b) the Master Note; ; (c) a Personal Guaranty of each Person specified as a Guarantor in the Funding Approval Notice for such Loan, and, if requested by Sponsor and to the extent not prohibited by law, the spouse of such Person; provided, however, that if such spouse is not providing a Personal Guaranty, a Spousal Consent will be part of the Legal Forms; ; (d) a Subordination Agreement from each other debtholder of the Franchisee substantially in the form of Exhibit I (each, a “Subordination Agreement”); ; (e) suitable Financing Statements to enable Servicer to perfect the security interest granted to it in the personal property of the Franchisee under the Loan Agreement; ; (f) a Corporate Authorization; and and (g) an ACH Authorization or a PAD Authorization, as applicable. To the extent that any of the foregoing items (other than the Loan Agreement or Master Note) have been provided by the relevant Franchisee in connection with a prior Loan, Sponsor may waive the requirement that such documents be prepared by the Servicer or executed by the Franchisee. At If the Franchisee is a Startup Franchisee, at the request of the Sponsor set forth in the Funding Approval Notice, the Servicer will prepare a Commitment Letter and forward such Commitment Letter with the Legal Forms to the Franchisee. In addition, Servicer shall engage a nationally recognized service to perform lien searches in of the Uniform Commercial Code jurisdictions listed by the Sponsor in the Funding Approval Notice. Prior to the Closing Date, Servicer shall prepare appropriate Financing Statements UCC-1 financing statements to be filed in connection with the Loan and forward the same to the Franchisee for execution to the extent required by applicable lawexecution. The Franchisee shall, to the extent required by applicable law, shall promptly execute and return such financing statements to Servicer for filing. Upon receipt from Franchisee, the Servicer shall promptly file all such financing statements in the appropriate filing office. Servicer shall prepare and shall execute the Loan Documents where required and forward copies of the executed documents to the Franchisee and, if requested by the Sponsor (whether at the time of closing or at a later date)Sponsor, to the Sponsor. Franchisee shall execute and deliver the Loan Documents to the Servicer prior to the funding of the initial Advance to such Borrower. If requested in writing by the Sponsor, the Servicer shall give copies of the executed Loan Documents to Sponsor. In addition, Sponsor shall cause the Borrower to forward or to have forwarded to Servicer a Certificate of Insurance evidencing the Borrower’s ownership of liability insurance and of property and casualty insurance in an amount not less than the greater of (i) the Loan Commitment, or (ii) the full replacement cost of the Collateral, which certificate shall name Servicer as sole loss payee and additional insured and shall also provide that Servicer shall receive thirty (30) days’ prior written notice at Aaron’s SunTrust Bank Strategic Partners Program Attn: Xxxxx Rents Program Manager SunTrust Bank Program Lending 000 Xxxxxxxxx Xxxxxx, X.X., 0xx Xxxxx XX Xxx 0000 Mail Code 1802 1923 Xxxxxxx, Xxxxxxx XX 00000 of any lapse, termination or cancellation of the insurance policies referenced on such certificate. The Servicer shall have no obligation to obtain such Certificate of Insurance or to notify Sponsor of any Borrower’s failure to deliver such Certificate of Insurance or to notify Sponsor of the contents thereof.