INTEREST IN THE COLLATERAL.
(G)
NO AMENDMENT.
THE BORROWER SHALL NOT AMEND
THE TRUST AGREEMENT WITHOUT THE CONSENT OF THE CONTROLLING PARTY.
(H)
NO MERGERS, ETC.
THE BORROWER WILL NOT
CONSOLIDATE OR MERGE WITH OR INTO ANY OTHER PERSON.
(I)
CHANGE OF NAME, ETC.
THE BORROWER WILL
NOT CHANGE ITS NAME, IDENTITY, OR STRUCTURE OR ITS CHIEF EXECUTIVE OFFICE OR THE
JURISDICTION UNDER WHICH IT HAS BEEN ORGANIZED, UNLESS AT LEAST 10 DAYS PRIOR TO
THE EFFECTIVE DATE OF ANY SUCH CHANGE THE BORROWER DELIVERS TO THE COLLATERAL
AGENT UCC FINANCING STATEMENTS, EXECUTED BY THE BORROWER, NECESSARY TO REFLECT
SUCH CHANGE AND TO CONTINUE THE PERFECTION OF THE COLLATERAL AGENT'S (FOR THE
BENEFIT OF THE SECURED PARTIES) SECURITY INTEREST IN THE ACCOUNTS.
(J)
BORROWING BASE DEFICIENCY.
THE BORROWER
SHALL AT ALL TIMES BE IN COMPLIANCE WITH SECTION 2.6(B) HEREOF.
(K)
PLEDGED ACCOUNTS.
THE BORROWER SHALL NOT
MOVE ANY PLEDGED ACCOUNT FROM THE INSTITUTION AT WHICH THEY ARE MAINTAINED ON
THE CLOSING DATE, EXCEPT AS PERMITTED IN ACCORDANCE WITH SECTION 2.8.
(L)
SUCCESSOR MASTER SERVICER.
THE BORROWER
SHALL NOT PERMIT ANY CHANGE OF MASTER SERVICER, EXCEPT IN ACCORDANCE WITH THE
MASTER SERVICING AGREEMENT.
(M)
ELIGIBLE ORIGINATORS.
THE BORROWER SHALL NOT
MAKE ANY REQUEST FOR A LOAN HEREUNDER UNLESS ALL CRITERIA SET FORTH IN THE
DEFINITION OF "ELIGIBLE ORIGINATOR" HAVE BEEN SATISFIED.
(N)
NO DEBT.
THE BORROWER SHALL NOT INCUR ANY
DEBT EXCEPT AS CONTEMPLATED BY THE OPERATIVE DOCUMENTS.
27
ARTICLE 6
EVENTS OF DEFAULT AND FACILITY TERMINATION EVENTS
SECTION 6.1.
EVENTS OF DEFAULT.
THE
OCCURRENCE OF ANY ONE OR MORE OF THE FOLLOWING EVENTS SHALL CONSTITUTE AN EVENT
OF DEFAULT:
(A)
A DEFAULT IN THE PAYMENT OF ANY INTEREST ON
THE VFN AT THE APPLICABLE DISCOUNT RATE WHEN THE SAME BECOMES DUE AND PAYABLE;
(B)
A DEFAULT IN THE PAYMENT OF ANY PRINCIPAL OF
THE VFN IN REDUCTION OF THE NET INVESTMENT WHEN DUE AND PAYABLE;
(C)
ANY REPRESENTATION, WARRANTY,
CERTIFICATION, OR STATEMENT MADE BY THE BORROWER IN THIS LOAN AGREEMENT OR IN
ANY OTHER DOCUMENT DELIVERED PURSUANT HERETO OR OTHER OPERATIVE DOCUMENT SHALL
PROVE TO HAVE BEEN INCORRECT IN ANY MATERIAL RESPECT WHEN MADE OR DEEMED MADE
(OTHER THAN ANY REPRESENTATION OR WARRANTY OF THE BORROWER WITH RESPECT TO THE
ACCOUNTS OR THE ELIGIBILITY THEREOF);
(D)
FAILURE OF THE BORROWER TO PAY OR DEPOSIT
ANY AMOUNTS (OTHER THAN INTEREST OR PRINCIPAL DUE IN RESPECT OF THE VFN WHEN
REQUIRED HEREUNDER OR UNDER ANY OTHER OPERATIVE DOCUMENT AND SUCH DEFAULT SHALL
CONTINUE UNREMEDIED FOR FIVE (5) BUSINESS DAYS;
(E)
THE DEFAULT BY THE BORROWER IN THE
PERFORMANCE OF ANY MATERIAL COVENANT OR UNDERTAKING (I) TO BE PERFORMED OR
OBSERVED UNDER SECTIONS 5.1(D), 5.2(B), (D), (E), (F), (G), OR (H) OR (II) TO BE
PERFORMED OR OBSERVED BY THE BORROWER UNDER ANY OTHER PROVISION HEREOF (OTHER
THAN DESCRIBED IN PARAGRAPH (B) OF THIS SECTION 6.1) OR UNDER ANY OTHER
OPERATIVE DOCUMENT AND SUCH DEFAULT IN THE CASE OF THIS CLAUSE (II) SHALL
CONTINUE FOR THIRTY (30) DAYS;
(F)
ANY EVENT OF