Common use of Proper Contract Documentation Clause in Contracts

Proper Contract Documentation. Upon the reasonable request of Agent, not less than ten days after the date on which any new Contracts are tendered to Agent for inclusion in the Collateral (or within 30 days after a Contract becomes a Reconveyed Contract (other than a Permitted Facility Reconveyed Contract), if such Contract continues to be such a Reconveyed Contract at such time), Borrowers shall have: (i) delivered to Agent and Lenders such information concerning the Contracts and Contract Debtors thereunder as Agent may reasonably require; (ii) other than with respect to contracts in electronic form, properly and effectively endorsed or collaterally assigned, as appropriate, to Agent, the Contracts and other Collateral and the documents underlying or securing each of such Contracts; and (iii) other than with respect to contracts in electronic form, stamped or otherwise included on the Contracts, Security Documents, and all other Instruments constituting Collateral the following words: “This document is subject to a security interest in favor of ▇▇▇▇▇ Fargo Bank, National Association, as Agent.” ; provided, that Contracts, Security Documents, and Instruments constituting Collateral and generated by Borrowers prior to December 20, 2019 may instead be stamped with or otherwise include the following words: “This document is subject to a security interest in favor of Bank of America, N.A., as Agent.” Each of the Agent and the Lenders authorize the Borrowers or their agents or assigns to cancel, supersede or otherwise modify any such legend or stamp upon (a) a Permitted Transfer to a Special Purpose Subsidiary in connection with a Permitted Facility and (b) a Permitted Charged Off Contracts Sale made in accordance with Section 4.6, as the case may be. It is acknowledged and agreed that modifying a contract to replace the reference to the Original Agent therein with a reference to the Agent, and any form of contract that contains a reference to the Agent rather than the Original Agent, shall not require a new opinion with respect to the form thereof and such form, to the extent constituting an Approved Form, will continue to constitute an Approved Form notwithstanding any such changes.

Proper Contract Documentation. Upon the reasonable request of Agent, not less than ten days after the date on which any new Contracts are tendered to Agent for inclusion in the Collateral (or within 30 days after a Contract becomes a Reconveyed Contract (other than a Permitted Facility Reconveyed Contract), if such Contract continues to be such a Reconveyed Contract at such time), Borrowers shall have: (i) delivered to Agent and Lenders such information concerning the Contracts and Contract Debtors thereunder as Agent may reasonably require; (ii) other than with respect to contracts in electronic formElectronic Contracts, properly and effectively endorsed or collaterally assigned, as appropriate, to Agent, the Contracts and other Collateral and the documents underlying or securing each of such Contracts; and (iii) other than with respect to contracts in electronic formElectronic Contracts, stamped or otherwise included on the Contracts, Security Documents, and all other Instruments constituting Collateral the following words: “This document is subject to a security interest in favor of ▇▇▇▇▇ Fargo Bank, National Association, as Agent.” ; provided, that Contracts, Security Documents, and Instruments constituting Collateral and generated by Borrowers prior to December 20, 2019 may instead be stamped with or otherwise include the following words: “This document is subject to a security interest in favor of Bank of America, N.A., as Agent.” Each of the Agent and the Lenders authorize the Borrowers or their agents or assigns to cancel, supersede or otherwise modify any such legend or stamp upon (a) a Permitted Transfer to a Special Purpose Subsidiary in connection with a Permitted Facility and (b) a Permitted Charged Off Contracts Sale made in accordance with Section 4.6, as the case may be. It is acknowledged and agreed that modifying a contract to replace the reference to the Original Agent therein with a reference to the Agent, and any form of contract that contains a reference to the Agent rather than the Original Agent, shall not require a new opinion with respect to the form thereof and such form, to the extent constituting an Approved Form, will continue to constitute an Approved Form notwithstanding any such changes.