Common use of Conditions to Issuance and Effectiveness Clause in Contracts

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 2024-1 Class A-1 Notes hereunder on the Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 2024-1 Supplement, the Guarantee and Collateral Agreement and the other Related Documents shall be in full force and effect; (b) on the Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from (i) S&P stating that a long-term rating of “BBB” has been assigned to the Series 2024-1 Class A-1 Notes and (ii) KBRA stating that a long-term rating of “BBB” has been assigned to the Series 2024-1 Class A-1 Notes; (c) that certain risk retention letter agreement from the Manager dated as of the Closing Date with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III hereto and all other conditions to the issuance of the Series 2024-1 Class A-1 Notes under the Indenture shall have been satisfied or waived by such Lender Party.

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20242019-1 3 Class A-1 Notes hereunder on the Series 2019-3 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20242019-1 3 Supplement, the Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 2019-3 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from (i) S&P stating that the Notes have received a long-term rating of not less than “BBBBBB- (sf)” has been assigned to the Series 2024-1 Class A-1 Notes and (ii) a letter from KBRA stating that a long-term the Notes have received rating of not less than “BBB” has been assigned to the Series 2024-1 Class A-1 NotesBBB- (sf)”; (c) that certain risk retention letter agreement from the Manager Manager, dated as of the Series 2019-3 Closing Date Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III hereto (other than with respect to the condition subsequent set forth in the proviso to clause (b) of Schedule III) and all other conditions to the issuance of the Series 20242019-1 3 Class A-1 Notes under the Indenture shall have been satisfied or waived by such Lender Partywaived.

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 2024-1 Class A-1 Notes hereunder on the Series 2024-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 2024-1 Supplement, the Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 2024-1 Closing Date, the Administrative Agent shall have received a letterletters, each in form and substance reasonably satisfactory to it, from (i) S&P stating that the Notes have received a long-term rating of not less than “BBBBBB- (sf)” has been assigned to the Series 2024-1 Class A-1 Notes and (ii) KBRA stating that a long-term the Notes have received rating of not less than “BBB” has been assigned to the Series 2024-1 Class A-1 NotesBBB (sf)”; (c) that certain risk retention letter agreement from the U.S. Manager and Canco, dated as of the Series 2024-1 Closing Date Date, with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III hereto and all other conditions to the issuance of the Series 2024-1 Class A-1 Notes under the Indenture shall have been satisfied or waived by such Lender Partywaived.

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20242025-1 Class A-1 Notes hereunder on the Series 2025-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20242025-1 Supplement, the Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 2025-1 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from (i) S&P stating that a long-term rating of “BBB” has been assigned to the Series 20242025-1 Class A-1 Notes have received a rating of not less than “BBB” and (ii) KBRA stating that a long-term rating of “BBB” has been assigned to the Series 20242025-1 Class A-1 NotesNotes have received a rating of not less than “BBB”; (c) that at the time of such issuance, the additional conditions set forth in Schedule III and all other conditions to the issuance of the Series 2025-1 Class A-1 Notes under the Indenture shall have been satisfied or waived; and (d) the certain risk retention letter agreement from the Manager Manager, dated as of the Series 2025-1 Closing Date with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative Agent; and (d) at the time of such issuance, the additional conditions set forth in Schedule III hereto and all other conditions to the issuance of the Series 20242025-1 Class A-1 Notes under the Indenture shall have been satisfied or waived by such Lender PartyAdministrative Agent.

Conditions to Issuance and Effectiveness. Each Lender Party will have no obligation to purchase the Series 20242020-1 Class A-1 Notes hereunder on the Series 2020-1 Closing Date, and the Commitments, the Swingline Commitment and the L/C Commitment will not become effective, unless: (a) the Base Indenture, the Series 20242020-1 Supplement, the Guarantee and Collateral Agreement and the other Related Transaction Documents shall be in full force and effect; (b) on the Series 2020-1 Closing Date, the Administrative Agent shall have received a letter, in form and substance reasonably satisfactory to it, from (i) S&P stating that a long-term rating of “BBB” has been assigned to the Series 20242020-1 Class A-1 Notes have received a rating of not less than “BBB-” and (ii) a letter from KBRA stating that a long-term rating of “BBB” has been assigned to the Series 20242020-1 Class A-1 NotesNotes have received rating of not less than “BBB”; (c) that certain risk retention letter agreement from the Manager dated as of the Series 2020-1 Closing Date with respect to the EU and UK risk retention rules shall have been duly executed and delivered by the parties thereto in form and substance satisfactory to the Administrative AgentRequired Lenders; and (d) at the time of such issuance, the additional conditions set forth in Schedule III hereto and all other conditions to the issuance of the Series 20242020-1 Class A-1 Notes under the Indenture shall have been satisfied or waived by such Lender Party.