SECURED
FINANCINGS.
(D)
SELLER SHALL NOTIFY BUYER AND THE DEPOSITORY OF THE OCCURRENCE OF
ANY DEFAULT OR EVENT OF DEFAULT WITH RESPECT TO SELLER AS SOON AS POSSIBLE BUT
IN NO EVENT LATER THAN THE SECOND (2ND) BUSINESS DAY AFTER OBTAINING ACTUAL
KNOWLEDGE OF SUCH EVENT.
(E)
SELLER SHALL PROMPTLY (AND IN ANY EVENT NOT LATER THAN TWO (2)
BUSINESS DAYS FOLLOWING RECEIPT) DELIVER TO BUYER (I) ANY NOTICE OF THE
OCCURRENCE OF AN EVENT OF DEFAULT UNDER OR REPORT RECEIVED BY OR REQUIRED TO BE
DELIVERED BY SELLER PURSUANT TO THE SECURITIZATION DOCUMENTS; (II) ANY NOTICE OF
TRANSFER OF SERVICING UNDER THE SECURITIZATION DOCUMENTS AND (III) ANY OTHER
INFORMATION WITH RESPECT TO THE PURCHASED LOANS AS MAY BE REASONABLY REQUESTED
BY BUYER FROM TIME TO TIME.
(F)
SELLER WILL PERMIT BUYER (AT BUYER'S COST) OR ITS DESIGNATED
REPRESENTATIVE TO INSPECT SELLER'S RECORDS WITH RESPECT TO THE PURCHASED LOANS
AND THE CONDUCT AND OPERATION OF ITS BUSINESS RELATED THERETO UPON REASONABLE
PRIOR WRITTEN NOTICE FROM BUYER OR ITS DESIGNATED
35
REPRESENTATIVE, AT SUCH REASONABLE TIMES AND WITH REASONABLE FREQUENCY, AND TO
MAKE COPIES OF EXTRACTS OF ANY AND ALL THEREOF, SUBJECT TO THE TERMS OF ANY
CONFIDENTIALITY AGREEMENT BETWEEN BUYER AND SELLER.
(G)
IF SELLER SHALL AT ANY TIME BECOME ENTITLED TO RECEIVE OR SHALL
RECEIVE ANY RIGHTS, WHETHER IN ADDITION TO, IN SUBSTITUTION OF, AS A CONVERSION
OF, OR IN EXCHANGE FOR THE PURCHASED LOANS, OR OTHERWISE IN RESPECT THEREOF,
SELLER SHALL ACCEPT THE SAME AS BUYER'S AGENT, HOLD THE SAME IN TRUST FOR BUYER
AND DELIVER THE SAME FORTHWITH TO BUYER IN THE EXACT FORM RECEIVED, DULY
ENDORSED BY SELLER TO BUYER, IF REQUIRED, TOGETHER WITH AN UNDATED BOND POWER
COVERING SUCH CERTIFICATE DULY EXECUTED IN BLANK TO BE HELD BY BUYER HEREUNDER
AS ADDITIONAL COLLATERAL SECURITY FOR THE TRANSACTIONS. IF ANY SUMS OF MONEY OR
PROPERTY SO PAID OR DISTRIBUTED IN RESPECT OF THE PURCHASED LOANS SHALL BE
RECEIVED BY SELLER, SELLER SHALL, UNTIL SUCH MONEY OR PROPERTY IS PAID OR
DELIVERED TO BUYER, HOLD SUCH MONEY OR PROPERTY FOR THE BENEFIT OF BUYER, AS
ADDITIONAL COLLATERAL SECURITY FOR THE TRANSACTIONS.
(H)
AT ANY TIME FROM TIME TO TIME UPON REQUEST OF BUYER, AT THE SOLE
EXPENSE OF SELLER, SELLER WILL PROMPTLY AND DULY EXECUTE AND DELIVER SUCH
FURTHER INSTRUMENTS AND DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS BUYER MAY
REASONABLY REQUEST FOR THE PURPOSES OF OBTAINING OR PRESERVING THE FULL BENEFITS
OF THIS AGREEMENT INCLUDING THE FIRST PRIORITY SECURITY INTEREST GRANTED
HEREUNDER AND OF THE RIGHTS AND POWERS HEREIN GRANTED (INCLUDING, AMONG OTHER
THINGS, FILING SUCH UNIFORM COMMERCIAL CODE FINANCING STATEMENTS AS BUYER MAY
REASONABLY REQUEST). IF ANY AMOUNT PAYABLE UNDER OR IN CONNECTION WITH ANY OF
THE COLLATERAL SHALL BE OR BECOME EVIDENCED BY ANY PROMISSORY NOTE, OTHER
INSTRUMENT, NEGOTIABLE DOCUMENT, CERTIFICATED SECURITY OR CHATTEL PAPER, SUCH
NOTE, INSTRUMENT, DOCUMENT, SECURITY OR CHATTEL PAPER SHALL BE IMMEDIATELY
DELIVERED TO BUYER, DULY ENDORSED IN A MANNER SATISFACTORY TO BUYER, TO BE HELD
AS COLLATERAL PURSUANT