Common use of Servicing of Contracts Clause in Contracts

Servicing of Contracts. (a) As part of the consideration for MFS entering into this Agreement and agreeing to purchase Contracts from SELLER, SELLER agrees that during the Term hereof, MFS shall have the option but not the obligation, in MFS's sole discretion, to service, as SELLER's exclusive collection agent, all Servicing Contracts entered into by SELLER and shall be entitled to retain the Servicing Fee for its performance of such services. If MFS elects to administer and service any Servicing Contracts, MFS shall perform the following duties with respect to such Servicing Contracts to the best of its skill and ability: (i) inform each Customer of the billing arrangements, send a welcome letter and a monthly billing statement or coupon book to each Customer of a Servicing Contract, proceed to collect all payments due thereunder by posting and depositing all payments or like monies received on the Servicing Contracts within forty-eight (48) hours of receipt; (ii) promptly return incomplete checks, drafts or other items of payment received with respect to the Servicing Contract to SELLER or as otherwise directed by SELLER; (iii) re-deposit checks, drafts and other items of payment returned to MFS for reasons of "Return to Maker" or "Non-sufficient funds" or words of similar effect according to MFS's standard collection procedures; (iv) notify SELLER of any items of payment received bearing a notation "payment in full," "interest only" or words to that effect and follow SELLER's instructions with respect to such items; (v) hold all post-dated checks, drafts or other items of payment and deposit them on the date appearing on the check, draft or other item of payment; (vi) use its own funds, tools, supplies and equipment in the performance of its services hereunder, (vii) maintain books and records of all Servicing Contracts in accordance with generally accepted accounting principles including, without limitation records concerning principal, interest, late charges, and pre-payments received through pre-authorized debits, checks, drafts or other items of payment and, upon SELLER's written request, give access thereto to SELLER; (viii) provide SELLER monthly with a full and complete accounting in respect of each and every Servicing Contract, and weekly e-mail Aged Balance Reports from Finance and Loan Servicing; (ix) in the event a Customer becomes delinquent over fifteen (15) days, mail written delinquent notice letters to such Customer; (x) service such delinquent Servicing Contracts with as many telephone calls as MFS deems necessary; (xi) notify SELLER of any Servicing Contract serviced hereunder which is delinquent for a period in excess of ninety (90) days; (xii) remit to SELLER, on a monthly basis, the Collected Funds less (A) the Servicing Fee, (B) the amount of any funds which MFS is required to return to a Customer for any reason including, without limitations, the Customer's bankruptcy or an erroneous payment, and (C) any other amounts due to MFS which may be offset pursuant to the terms of this Agreement, and (xiii) perform such other duties and furnish such reports as are reasonable and customary for billing agents in California. (b) SELLER shall fully cooperate with MFS in MFS's performance of the foregoing duties. Notwithstanding the generality of the foregoing, SELLER agrees that it will submit to MFS in a timely manner, each of its Servicing Contracts including the credit statement, the executed Contract, all supporting documentation, the current balance and the date of the next payment in order to enable MFS to arrange for the periodic servicing of such Servicing Contract. (c) MFS shall use the same degree of care in performing the services for the Servicing Contracts that it uses in processing similar payments and data for its own use. MFS shall be liable only for its negligence or willful misconduct in the performance of its duties hereunder. (d) In the event any legal action or other proceeding is brought relating to any of the Servicing Contracts, MFS will deliver to SELLER promptly after SELLER's request therefor, such papers as MFS may have in its possession that SELLER deems relevant to such action, and SELLER shall be obligated to indemnify MFS pursuant to the terms of Section 8. (e) MFS may at any time, in its sole discretion, withdraw from administering and servicing any or all Servicing Contracts. (f) SELLER acknowledges and agrees MFS's rights with respect to the Service Contracts shall serve as additional collateral for the security interest, and in accordance therewith, MFS shall be entitled to retain all Service Contracts until such time as all amounts due MFS under all Purchased Contracts have been paid in full.

Servicing of Contracts. (a) As part From and after the date of the consideration for MFS entering into execution and delivery of this Agreement and agreeing Agreement, Master Servicer shall service all Contracts subject to purchase Contracts from SELLERthis Agreement, SELLER agrees that during the Term hereof, MFS shall have the option but not the obligation, in MFS's sole discretion, to service, as SELLER's exclusive collection agent, all Servicing Contracts entered into by SELLER and shall be entitled to retain the Servicing Fee for its performance on behalf of such services. If MFS elects to administer and service any Servicing Contracts, MFS shall perform the following duties with respect to such Servicing Contracts to the best of its skill and ability: (i) inform each Customer of the billing arrangements, send a welcome letter and a monthly billing statement or coupon book to each Customer of a Servicing Contract, proceed to collect all payments due thereunder by posting and depositing all payments or like monies received on the Servicing Contracts within forty-eight (48) hours of receipt; (ii) promptly return incomplete checks, drafts or other items of payment received Purchaser with respect to the Servicing Contract Participation Interest, in accordance with (i) applicable law, regulations, treaties and executive orders applicable to SELLER or as otherwise directed by SELLEReach of the parties hereto, (ii) its customary and standard practices applicable to such Contracts; and (iii) re-deposit checks, drafts and other items of payment returned to MFS for reasons of "Return to Maker" or "Non-sufficient funds" or words of similar effect according to MFS's standard collection procedures; (iv) notify SELLER of any items of payment received bearing a notation "payment in full," "interest only" or words to that effect and follow SELLER's instructions with respect to such items; (v) hold all post-dated checks, drafts or other items of payment and deposit them on the date appearing on the check, draft or other item of payment; (vi) use its own funds, tools, supplies and equipment in the performance of its services hereunder, (vii) maintain books and records of all Servicing Contracts in accordance with generally accepted accounting principles including, without limitation records concerning principal, interest, late charges, and pre-payments received through pre-authorized debits, checks, drafts or other items of payment and, upon SELLER's written request, give access thereto to SELLER; (viii) provide SELLER monthly with a full and complete accounting in respect of each and every Servicing Contract, and weekly e-mail Aged Balance Reports from Finance and Loan Servicing; (ix) in the event a Customer becomes delinquent over fifteen (15) days, mail written delinquent notice letters to such Customer; (x) service such delinquent Servicing Contracts with as many telephone calls as MFS deems necessary; (xi) notify SELLER of any Servicing Contract serviced hereunder which is delinquent for a period in excess of ninety (90) days; (xii) remit to SELLER, on a monthly basis, the Collected Funds less (A) the Servicing Fee, (B) the amount of any funds which MFS is required to return to a Customer for any reason including, without limitations, the Customer's bankruptcy or an erroneous payment, and (C) any other amounts due to MFS which may be offset pursuant to the terms of this Agreement, and (xiii) perform such other duties and furnish such reports as are reasonable and customary for billing agents in California. (b) SELLER shall fully cooperate with MFS in MFS's performance of the foregoing duties. Notwithstanding the generality of the foregoing, SELLER agrees that it will submit to MFS in a timely manner, each of its Servicing Contracts including the credit statement, the executed Contract, all supporting documentation, the current balance and the date of the next payment in order to enable MFS to arrange for the periodic servicing of such Servicing Contract. (c) MFS shall use the same degree of care as it employs in performing the services for servicing of contracts similar to the Servicing Contracts that it uses in processing similar payments and data for its own useaccount giving due consideration to Purchaser’s reliance on Master Servicer. MFS Purchaser agrees that the Master Servicer shall be liable only its initial authorized agent for servicing the Contracts and collecting the amounts due under the Contracts. The Master Servicer may delegate substantially all its negligence duties under this Agreement to a permitted Subservicer; provided, however that no such delegation or willful misconduct in subcontracting shall relieve the performance Master Servicer of its duties hereunder. (d) In the event any legal action or other proceeding is brought relating to any of the Servicing Contracts, MFS will deliver to SELLER promptly after SELLER's request therefor, such papers as MFS may have in its possession that SELLER deems relevant to such action, and SELLER shall be obligated to indemnify MFS pursuant to the terms of Section 8. (e) MFS may at any time, in its sole discretion, withdraw from administering and servicing any or all Servicing Contracts. (f) SELLER acknowledges and agrees MFS's rights responsibilities with respect to such duties and the Service Contracts Master Servicer shall serve remain primarily responsible with respect thereto; provided further however, Purchaser may pursue all legal remedies for any breach of such duties against any such Subservicer, directly, at its sole option. To the extent that Purchaser reasonably determines that Master Servicer, or any permitted Subservicer (including Seller in its capacity as additional collateral for Subservicer hereunder), is, or likely to be, unable or unwilling to perform the security interest, servicing obligations in accordance with this Agreement and in accordance therewithconformance with the best interests of Purchaser, MFS shall be entitled applicable law and the terms hereof, Purchaser may, by written notice to retain all Service Master Servicer, require the transfer of the servicing of the Contracts until such time as all amounts due MFS under all Purchased Contracts have been paid in full.to a successor Master Servicer or to a successor Subservicer acceptable to Purchaser. Within thirty