Common use of Program Analytics and Development Clause in Contracts

Program Analytics and Development. 4.1.1 No later than fifteen (15) days after the end of each calendar month, FMC shall review the Pools on an aggregate basis and present such findings to SunTrust regarding product reconfigurations including, but not limited to, the following categories: pricing, tier construction, repayment options, repayment terms, and the list of Eligible Institutions in the Program Guidelines. The Parties may recommend changes to the Program based on such review. If the Parties agree with the other Party’s recommendations and proposed changes to the Program, each Party shall approve such recommendations by executing revised Program Guidelines or another revised Exhibit hereto, as appropriate, which revised Exhibit shall be deemed to be a part of this Agreement upon execution, and any changes pursuant to such revised Exhibit shall be implemented as soon as reasonably practicable, or upon the effective date provided in the applicable revised Exhibit. If the Parties do not agree on the recommended changes within ten (10) Business Days of the applicable request, the Parties shall confer in good faith about the proposed changes. If the Parties cannot agree on such changes within thirty (30) days after the date a Party first delivered recommendations to the other Parties, then any Party may, by notice to the other Parties delivered no later than thirty (30) days after the expiration of such thirty (30) day period during which changes could not be agreed, terminate this Agreement on fifteen (15) days’ written notice to the other Parties, subject to Section 18.1 and Section 18.3 hereof. Notwithstanding the foregoing, changes to the Pricing Schedule shall be subject to Section 3.7 and not to this Section 4.1.1. 4.1.2 FMC shall assist SunTrust with the initial and ongoing administration of the Program by providing Program analytics and portfolio performance reporting on the Pools. FMC shall provide a key metrics report monthly, containing the information set forth in Schedule 1 to Exhibit D or as otherwise agreed to in writing by the Parties; provided however, that FMC shall not be required to deliver such report more frequently than weekly. To support this service, SunTrust will provide or cause to be provided to FMC accurate and complete origination and servicing information periodically as reasonably requested by FMC, including the amount of paid and unpaid principal and accrued interest with respect to each Loan, and payment status, together with the information contained in the data requirements set forth in this Agreement. FMC may create, use and disclose, in any manner reasonably necessary, any data, or statistical abstracts of data, from Borrowers as long as all information which identifies, or which reasonably could be used to identify Borrowers has been removed. FMC and SunTrust shall participate in monthly conference calls to review portfolio performance, and the Parties shall discuss whether to implement changes to the Program Guidelines. As a result of its analysis of Loan data and performance metrics, FMC may also provide SunTrust additional services such as Borrower retention strategies and prepayment mitigation strategies, as agreed to in writing from time to time. 4.1.3 FMC shall provide Services under this Section 4.1 in good faith and in accordance with the same standard of care, judgment and conduct as would be used by a reasonable and prudent professional providing such Services. FMC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING OR RELATING TO FORWARD-LOOKING PORTFOLIO METRICS AND OTHER PREDICTIVE MEASURES, DOCUMENTS, MATERIALS, ANALYSES, AND STATEMENTS IT PROVIDES TO SUNTRUST (COLLECTIVELY, “FORWARD-LOOKING MATERIALS”). WITH RESPECT TO THE FORWARD-LOOKING MATERIALS, FMC (A) SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTY ARISING UNDER STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE; AND (B) DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF, OR THE RESULTS OF THE USE OF THE FORWARD-LOOKING MATERIALS IN TERMS OF CORRECTNESS, QUALITY, ACCURACY OR RELIABILITY.

Program Analytics and Development. 4.1.1 No later than fifteen (15) days after the end of each calendar month, FMC shall review the Pools on an aggregate basis and present such findings to SunTrust regarding product reconfigurations including, but not limited to, the following categories: The Parties may recommend pricing, tier construction, repayment options, repayment termsterm, and the list of Eligible Institutions in the Program Guidelines. The Parties may recommend other changes to the Program Programs based on such reviewreview of portfolio distribution and performance, market factors, or other relevant parameters. If the Parties agree with the other Party’s recommendations and proposed changes to the ProgramPrograms, each Party shall approve such recommendations by executing revised Program Guidelines or another revised Exhibit hereto, as appropriate, which revised Exhibit shall be deemed to be a part of this Agreement upon execution, and any changes pursuant to such revised Exhibit shall be implemented as soon as reasonably practicable, or upon the effective date provided in the applicable revised Exhibit. If the Parties do not agree on the recommended changes within ten (10) Business Days of the applicable request, the Parties shall confer in good faith about the proposed changes. If the Parties cannot agree on such changes within thirty (30) days after the date a Party first delivered recommendations to the other Parties, then FMC may agree to implement the proposed changes without any loss reserve applied to Loans to which the changes will apply, or any Party may, by notice to the other Parties delivered no later than thirty (30) days after the expiration of such thirty (30) day period during which changes could not be agreed, terminate this Agreement on fifteen (15) days’ days written notice to the other Parties, subject to Section 18.1 17.1 and Section 18.3 17.3 hereof. Notwithstanding the foregoing, changes to the Pricing Schedule shall be subject to Section 3.7 and not to this Section 4.1.1. 4.1.2 FMC shall assist SunTrust Lender with the initial and ongoing administration of the Program Programs by providing Program analytics and portfolio performance reporting on the Pools. FMC shall provide a key metrics report monthly, containing the information set forth in Schedule 1 to Exhibit D C or as otherwise agreed to in writing by the Parties; provided however, that FMC shall not be required to deliver such report more frequently than weekly. To support this service, SunTrust Lender will provide or cause to be provided to FMC accurate and complete origination and servicing information periodically as reasonably requested by FMC, including the amount of paid and unpaid principal and accrued interest with respect to each Loan, and payment status, together with the information contained in the data requirements set forth in this Agreement. FMC may create, use and disclose, in any manner reasonably necessary, any data, or statistical abstracts of data, from Borrowers as long as all information which identifies, or which reasonably could be used to identify Borrowers has been removed. FMC and SunTrust Lender shall participate in monthly conference calls to review portfolio performance, and the Parties shall discuss whether to implement changes to the Program Guidelines. As a result of its analysis of Loan data and performance metrics, FMC may also provide SunTrust Lender additional services such as Borrower retention strategies and prepayment mitigation strategies, as agreed to in writing from time to time. 4.1.3 FMC shall provide Services under this Section 4.1 in good faith and in accordance with the same standard of care, judgment and conduct as would be used by a reasonable and prudent professional providing such Services. FMC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING OR RELATING TO FORWARD-LOOKING PORTFOLIO METRICS AND OTHER PREDICTIVE MEASURES, DOCUMENTS, MATERIALS, ANALYSES, AND STATEMENTS IT PROVIDES TO SUNTRUST LENDER (COLLECTIVELY, “FORWARD-FORWARD LOOKING MATERIALS”). WITH RESPECT TO THE FORWARD-LOOKING MATERIALS, FMC (A) SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTY ARISING UNDER STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE; AND (B) DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF, OR THE RESULTS OF THE USE OF THE FORWARD-LOOKING MATERIALS IN TERMS OF CORRECTNESS, QUALITY, ACCURACY OR RELIABILITY.

Program Analytics and Development. 4.1.1 No later From time to time, but no less frequently than fifteen once every six (156) days after the end of each calendar monthmonths, FMC shall review the Pools on an aggregate basis and present such findings to SunTrust regarding product reconfigurations including, but not limited to, the following categories: pricing, tier construction, repayment optionsBorrower/Cosigner credit profile and other data, repayment termsannual and cumulative borrowing limits, and the list of Eligible Institutions repayment terms in the Program Guidelines. The Parties may recommend changes to the Program based on such reviewreview or on such factors or at such other times as may be determined by the Parties. In addition, SunTrust may at any time and based on its own analysis, propose changes to the Program. If the Parties agree with the other Party’s recommendations and proposed changes to the Program, each Party shall approve such recommendations by executing revised Program an addendum or amendment to the Guidelines or another revised an amended and restated Exhibit D hereto, as appropriate, which revised Exhibit shall be deemed to be a part of this Agreement upon execution, and any changes pursuant to such revised Exhibit shall be implemented as soon as reasonably practicable, or upon the effective date provided in the applicable revised Exhibit. If the Parties do not agree on the recommended changes within ten (10) Business Days of the applicable request, the Parties shall confer in good faith about the proposed changes. If the Parties cannot agree on such changes within thirty (30) days after the date a Party first delivered recommendations to the other Parties, then any Party may, by notice to the other Parties delivered no later than thirty (30) days after the expiration of such thirty (30) day period during which changes could not be agreed, terminate this Agreement on fifteen (15) days’ written notice to the other Parties, subject to Section 18.1 and Section 18.3 hereof. Notwithstanding the foregoing, changes to the Pricing Schedule shall be subject to Section 3.7 and not to this Section 4.1.1. 4.1.2 FMC shall assist SunTrust with the initial and ongoing administration of the Program by providing Program analytics and portfolio performance reporting on the Pools. FMC shall provide a key metrics report monthly, containing the information set forth in Schedule 1 to Exhibit D C or as otherwise agreed to in writing by the Parties; provided however, that FMC shall not be required to deliver such report more frequently than weekly. To support this service, SunTrust will provide or cause to be provided to FMC accurate and complete origination and servicing information periodically as reasonably requested by FMC, including the amount of paid and unpaid principal and accrued interest with respect to each Loan, and payment status, together with the information contained in the data requirements set forth in this Agreement. FMC may create, use and disclose, in any manner reasonably necessary, any data, or statistical abstracts of data, from Primary Applicants, Secondary Applicants, Borrowers and Cosigners as long as all information which identifies, or which reasonably could be used to identify Primary Applicants, Secondary Applicants, Borrowers or Cosigners has been removed. FMC and SunTrust shall participate in monthly conference calls to review portfolio performance, and the Parties shall discuss whether to implement changes to the Program Guidelines. As a result of its analysis of Loan data and performance metrics, FMC may also provide SunTrust additional services such as Borrower retention strategies and prepayment mitigation strategies, as agreed to in writing from time to time. 4.1.3 FMC shall provide Services under this Section 4.1 in good faith and in accordance with the same standard of care, judgment and conduct as would be used by a reasonable and prudent professional providing such Services. FMC EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING OR RELATING TO FORWARD-LOOKING PORTFOLIO METRICS AND OTHER PREDICTIVE MEASURES, DOCUMENTS, MATERIALS, ANALYSES, AND STATEMENTS IT PROVIDES TO SUNTRUST (COLLECTIVELY, “FORWARD-LOOKING MATERIALS”). WITH RESPECT TO THE FORWARD-LOOKING MATERIALS, FMC (A) SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTY ARISING UNDER STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE; AND (B) DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF, OR THE RESULTS OF THE USE OF THE FORWARD-LOOKING MATERIALS IN TERMS OF CORRECTNESS, QUALITY, ACCURACY OR RELIABILITY.