California, Fed Litigation
Midland
Funding LLC
Deguzman
3:12-cv-02064-JM-DHB filed
Schedule 7.2
Jurisdiction Searched
Name Searched
(as appears, if found)
Secured Party/Plaintiff
File Number Date
8/21/12 California, Fed Litigation
Midland Funding LLC
Resendiz,
et al.
3:12-cv-02187-IEG-BGS filed 9/6/12 Delaware, State
MRC Receivables
Corporation
SunTrust Bank, as Collateral Agent
2010 0433585 filed 2/9/10
Delaware, State
MRC Receivables Corporation
SunTrust Bank, as Collateral
Agent
2012 1959511 filed 5/22/12 Delaware, State
Midland Funding NCC-2
Corporation
SunTrust Bank, as Collateral Agent
2010 0433916 filed 2/9/10
Delaware, State
Midland Funding NCC-2 Corporation
SunTrust Bank, as
Collateral Agent
2012 1959313 filed 5/22/12 Delaware, State
Propel
Acquisition LLC
SunTrust Bank, as Collateral Agent
2012 2418897 filed
6/22/12
Schedule 7.2
SCHEDULE 7.4(a)
PERMITTED INVESTMENTS
None.
[SCHEDULE 7.4(a)]
SCHEDULE 7.4(b)
EXISTING INVESTMENTS
None.
[SCHEDULE 7.4(b)]
EXHIBIT A
FORM OF ASSIGNMENT AND ASSUMPTION
[date to be supplied]
This Assignment and Assumption (the "Assignment and Assumption") is dated as of
the Effective Date set forth below and is entered into by and between
[the][each]
1 Assignor identified in item 1 below
([the][each, an] "Assignor") and [the][each]2 Assignee identified in item 2
below ([the][each, an] "Assignee"). [It is understood and agreed that the rights
and obligations of [the Assignors][the Assignees]3 hereunder are several and not
joint.]4 Capitalized terms used but not defined herein shall have the meanings
given to them in the Credit Agreement identified below (as amended, the "Credit
Agreement"), receipt of a copy of which is hereby acknowledged by [the][each]
Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto
are hereby agreed to and incorporated herein by reference and made a part of
this Assignment and Assumption as if set forth herein in full.
For an agreed consideration, [the][each] Assignor hereby irrevocably sells and
assigns to [the Assignee][the respective Assignees], and [the][each] Assignee
hereby irrevocably purchases and assumes from [the Assignor][the respective
Assignors], subject to and in accordance with the Standard Terms and Conditions
and the Credit Agreement, as of the Effective Date inserted by the
Administrative Agent as contemplated below (i) all of [the Assignor's][the
respective Assignors'] rights and obligations in [its capacity as a
Lender][their respective capacities as Lenders] under the Credit Agreement and
any other documents or instruments delivered pursuant thereto to the extent
related to the amount and percentage interest identified below of all of such
outstanding rights and obligations of [the Assignor][the respective Assignors]
under the respective facilities identified below (including without limitation
any letters of credit, guarantees, and swingline loans included in such
facilities), and (ii) to the extent permitted to be assigned under applicable
law, all claims, suits, causes of action and any other right of [the Assignor
(in its capacity as a Lender)][the respective Assignors (in their respective
capacities as Lenders)] against any Person, whether known or unknown, arising
under or in connection with the Credit Agreement, any other documents or
instruments delivered pursuant thereto or the loan transactions governed thereby
or in any way based on or related to any of the foregoing, including,