FR EA

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Contract analysis / eligibility-criteria-schedule.docx
eligibility-criteria-schedule.docx
1009-00005 · 16 clauses
High · 3 Medium · 6 Standard · 2
Section 1.01 — Defined Terms Medium
⚑ Liability cap to check against exposure
Section 1.01 — Defined Terms As used in this Schedule, the following terms shall have the meanings set forth below. Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Receivables Purchase Agreement or the Sale and Servicing Agreement, as applicable. "Aggregate Outstanding Pool Balance" means, as of any date of determination, the sum of the Outstanding Princip
Section 1.02 — Rules of Construction Standard
⚑ Commercial term
Section 1.02 — Rules of Construction (a) Terms not defined in this Schedule shall have the meanings ascribed to them in the Receivables Purchase Agreement or the Sale and Servicing Agreement, as applicable. In the event of a conflict between a definition in this Schedule and a definition in the RPA or Sale and Servicing Agreement, the definition in this Schedule shall control for purposes of the Eligibility Criteria
ARTICLE II — ELIGIBILITY CRITERIA
ARTICLE II — ELIGIBILITY CRITERIA
Section 2.01 — General Eligibility Requirements High
⚑ Non-compete / exclusivity restraint
Section 2.01 — General Eligibility Requirements Each Receivable included in the Trust pool as of the Cut-Off Date must satisfy all of the following criteria. No Receivable shall be deemed an Eligible Receivable unless it satisfies each and every criterion set forth in this Section 2.01. Failure to satisfy any single criterion shall render the Receivable ineligible for inclusion in the Trust pool, and the Seller shall
Section 2.02 — Concentration Limits
Section 2.02 — Concentration Limits In addition to the individual Receivable-level criteria set forth in Section 2.01, the Trust pool must satisfy each of the following concentration limits as of the Cut-Off Date. To the extent any concentration limit is not satisfied as of the preliminary pool selection date, the Seller shall adjust the composition of the pool (by excluding Receivables or substituting additional Rec
Section 2.03 — Pool-Level Statistical Parameters (Targets)
Section 2.03 — Pool-Level Statistical Parameters (Targets) The following pool-level statistical parameters represent expected targets for the final pool composition as of the Cut-Off Date. These parameters are based on the Seller's preliminary analysis of the receivables population and are subject to adjustment as a result of the application of the Eligibility Criteria and concentration limits set forth in Sections 2
Section 2.04 — Determination of Eligibility; Role of Sub-Servicer Data High
⚑ Indemnity / guarantee obligation
Section 2.04 — Determination of Eligibility; Role of Sub-Servicer Data (a) The eligibility of each Receivable for inclusion in the Trust pool shall be determined as of the Cut-Off Date. Eligibility determinations shall be based on the data and information provided by Clearview Loan Servicing, Inc. (as Sub-Servicer) in its capacity under the Master Servicing Agreement and Amendment No. 1 thereto, including the loan-le
ARTICLE III — REPRESENTATIONS AND WARRANTIES OF THE SELLER
ARTICLE III — REPRESENTATIONS AND WARRANTIES OF THE SELLER
Section 3.01 — Representations and Warranties Regarding the Seller Medium
⚑ Forum / governing law
Section 3.01 — Representations and Warranties Regarding the Seller Skybridge Fintech Ltd. (the "Seller") hereby represents and warrants to SkyLend Funding LLC (the "Purchaser" or "Depositor") and, upon the transfer of the Receivables to SkyLend Receivables Trust 2024-1 (the "Trust"), to the Trust, Atlantic Fiduciary Services, Inc. (the "Indenture Trustee"), and each Noteholder, as of the date of the Receivables Purch
Section 3.02 — Representations and Warranties Regarding Each Receivable Medium
⚑ Assignment / subcontracting
Section 3.02 — Representations and Warranties Regarding Each Receivable The Seller represents and warrants as to each Receivable transferred to the Purchaser pursuant to the Receivables Purchase Agreement and ultimately conveyed to the Trust, as of the Cut-Off Date, as follows. Each such representation and warranty shall survive the transfer of the Receivables and shall inure to the benefit of the Trust, the Indentur
Section 3.03 — Representations Regarding Servicing Data and Sub-Servicer Standard
⚑ Commercial term
Section 3.03 — Representations Regarding Servicing Data and Sub-Servicer The Seller further represents and warrants, as of the date of the Receivables Purchase Agreement and as of the Cut-Off Date, as follows: (a) All static-pool performance data, delinquency statistics, cumulative net loss figures, prepayment data, and other portfolio-level performance information provided by or on behalf of the Seller in connection
ARTICLE IV — REPURCHASE OBLIGATIONS
ARTICLE IV — REPURCHASE OBLIGATIONS
Section 4.01 — Notice of Breach Medium
⚑ Notice / time limit to track
Section 4.01 — Notice of Breach (a) If any representation or warranty set forth in Section 3.02 or Section 3.03 of this Schedule is discovered to be untrue in any material respect as of the Cut-Off Date with respect to any Receivable, and such breach materially and adversely affects the interests of the Trust, the Indenture Trustee, or the Noteholders in such Receivable, the party discovering or receiving notice of s
Section 4.02 — Cure or Repurchase High
⚑ Indemnity / guarantee obligation
Section 4.02 — Cure or Repurchase (a) Upon receipt of a notice of breach complying with Section 4.01, the Seller shall have sixty (60) calendar days (the "Cure Period") from the date of receipt of such notice to cure such breach in all material respects. A breach shall be deemed "cured" if, at the end of the Cure Period, the representation or warranty that was the subject of the breach is true and correct in all mate
Section 4.03 — Repurchase Mechanics Medium
⚑ Assignment / subcontracting
Section 4.03 — Repurchase Mechanics (a) The Seller shall deposit the Repurchase Price for each repurchased Receivable into the Collection Account maintained at Keymark Trust Company, N.A. under the Account Control Agreement, in immediately available funds, on or before the applicable repurchase date specified in Section 4.02(b). The Seller shall provide the Indenture Trustee and the Depositor with written confirmatio
Section 4.04 — Systemic Breaches Medium
⚑ Liability cap to check against exposure
Section 4.04 — Systemic Breaches (a) If a breach of the representations and warranties in Section 3.02 or Section 3.03 affects a group of Receivables due to a common cause (including, but not limited to, a systemic data error in the Sub-Servicer's records, a servicing-platform malfunction affecting payment application or delinquency reporting, a deviation from the contractual Payment Waterfall by the Sub-Servicer aff