ex16d-truistamendmentno6






Exhibit 10.16(d) CERTAIN INFORMATION, IDENTIFIED BY [*****], HAS BEEN EXCLUDED FROM  THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND IS THE TYPE THAT  THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. Execution AMENDMENT NO. 6 TO SECOND AMENDED AND RESTATED LOAN ORIGINATION AGREEMENT This AMENDMENT NO. 6 TO SECOND AMENDED AND RESTATED LOAN ORIGINATION  AGREEMENT (this “Amendment”), dated as of December 15, 2021 (the “Effective Date”), by and  among GreenSky, LLC, a Georgia limited liability company (“Servicer”), GreenSky Servicing,  LLC, a Georgia limited liability company (“GreenSky Servicing”), and Truist Bank (successor  by merger to SunTrust Bank), a North Carolina banking corporation (“Lender”). WITNESSETH: WHEREAS, Servicer, GreenSky Servicing and Lender previously entered into that certain  Second Amended and Restated Loan Origination Agreement (as amended, restated,  supplemented or otherwise modified from time to time, the “LOA”), dated as of December 31,  2016; WHEREAS, Servicer, GreenSky Servicing and Lender desire to amend the LOA to modify  and clarify certain terms therein; and WHEREAS, pursuant to Section 7.01 of the LOA, Servicer, GreenSky Servicing and  Lender agree to amend the LOA pursuant to the terms and conditions set forth herein; NOW, THEREFORE, in consideration of the mutual agreements herein contained and other  good and valuable consideration, receipt and sufficiency of which are hereby acknowledged by  the parties hereto agree as follows: Section 1.  Definitions.  Capitalized terms not otherwise defined herein shall have the  meanings given to them in the LOA. Section 2.  Amendment to the LOA. Subject to the satisfaction of the conditions precedent set forth in Section 4 below,  Section 2.03 of the LOA is hereby amended by deleting it in its entirety and replacing it with the  following: “Section 2.03. Portfolio Data. Notwithstanding anything to the contrary contained  in this Origination Agreement, Servicer may share portfolio data associated with  the Loans that does not contain NPPI or other personal identifying information  (“Shared Portfolio Data”) in accordance with Applicable Law with Sponsors,  potential and actual financing sources and investors for Servicer’s business,  





 






2 potential and actual purchasers of loans originated through the GreenSky Program  (or interests therein), Servicer’s vendors (for the purposes of the conduct and  operation of the GreenSky® Program or for the purposes of facilitating the  sharing of data pursuant to this Section 2.03), Servicer’s professional advisors  (and agents or representatives of the foregoing); provided that (a) such shared  portfolio data is not attributed to Lender, and (b) [*****].” Section 3.  Representations of Servicer, GreenSky Servicing and Lender.  Each of  Servicer, GreenSky Servicing and Lender hereby represents and warrants to the parties hereto  that as of the date hereof each of the representations and warranties contained in the LOA are  true and correct as of the date hereof and after giving effect to this Amendment (except to the  extent that such representations and warranties expressly refer to an earlier date, in which case  they are true and correct as of such earlier date). Section 4. Conditions Precedent.  The effectiveness of this Amendment is subject to  the receipt by the parties hereto of a fully executed counterpart of this Amendment from each  party.  Section 5. Amendment.  The parties hereto hereby agree that, except as otherwise  provided herein, the provisions and effectiveness of this Amendment shall apply to the LOA as  of the date hereof.  Except as amended by this Amendment, the LOA remains unchanged and in  full force and effect.  This Amendment shall constitute a transaction document. Section 6. Counterparts.  This Amendment may be executed by the parties in separate  counterparts, each of which when so executed and delivered shall be an original, but all such  counterparts shall together constitute but one and the same instrument. The delivery of an  executed counterpart hereof by facsimile or .pdf shall constitute delivery of an executed  counterpart hereof. Section 7. Captions.  The headings of the Sections of this Amendment are for  convenience of reference only and shall not modify, define, expand or limit any of the terms or  provisions of this Amendment. Section 8. Successors and Assigns.  The terms of this Amendment shall be binding  upon, and shall inure to the benefit of the parties and their respective successors and permitted  assigns. Section 9. Severability.  Any provision of this Amendment which is prohibited or  unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such  prohibition or unenforceability without invalidating the remaining provisions, and any such  prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable  such provision in any other jurisdiction. SECTION 10. GOVERNING LAW.  THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE  WITH THE LAWS OF THE STATE OF GEORGIA, WITHOUT REFERENCE TO ITS CONFLICT OF LAW  





 






3 PROVISIONS, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE  DETERMINED IN ACCORDANCE WITH SUCH LAWS. [Signature page follows] 





 






IN WITNESS WHEREOF, Servicer, Lender and GreenSky Servicing have each caused this  Amendment to be duly executed by their respective duly authorized officers as of the Effective  Date. GREENSKY, LLC By: /s/ Timothy D. Kaliban Name: Timothy D. Kaliban Title:   President GREENSKY SERVICING, LLC By: /s/ Timothy D. Kaliban Name: Timothy D. Kaliban Title:   President TRUIST BANK By: /s/ Jason Loving  Name: Jason Loving       Title:  Senior Vice President