provided, however, that the term “EnTrust Entity” shall not include any EnTrust Funds or any EnTrust Excluded Entity.

the consummation of a merger, consolidation or other corporate reorganization (other than a holding company reorganization) of either the Parent or the Bank in which either entity does not survive, or if such entity survives, the equityholders of such entity before such transaction do not own more than 40% of, respectively, # the equity securities of the surviving entity and # the combined voting power of any other outstanding securities entitled to vote on the election of directors of the surviving entity;

all obligations of such Person to pay the deferred purchase price of property or services to the extent constituting indebtedness pursuant to GAAP (other than trade accounts payable in the ordinary course of business) and all obligations under any repurchase, take-out commitments or forward equity commitments (other than, with respect to the calculation of the Indebtedness of the [[Consolidated Parties:Organization]], any Consolidated Entity or any Unconsolidated Entity, commitments to a Consolidated Entity, an Unconsolidated Entity or an Investment Entity);

Has Supplier or any related entity (including any entity with substantial common ownership or senior management as Supplier), whether or not the entity still exists, previously conducted business with Company? Yes X No If so, under what name(s)?

“Restricted Subsidiary” means any Subsidiary of the Borrower other than an Unrestricted Subsidiary; provided that, for so long as any Securitization Entity or the Warehouse Facility Entity is a Subsidiary, such Securitization Entity or the Warehouse Facility Entity, as the case may be, and each Subsidiary thereof, shall be a Restricted Subsidiary and may not be designated as an Unrestricted Subsidiary.

“Non-WES Entity” means the Company or any direct or indirect Subsidiary thereof that is not a WES Entity.

Section # Insurance. The properties of the Borrower, the Parent and each Consolidated Entity are insured with financially sound and reputable insurance companies that are not the Borrower, the Parent, any Subsidiary of the Borrower or the Parent, any Consolidated Entity, any Unconsolidated Entity or any Investment Entity, in such amounts, with such deductibles and covering such risks as are customarily carried by companies engaged in similar businesses and owning similar properties in localities where the Borrower, the Parent or the applicable Consolidated Entity operates.

an Affiliate of a Lender or # an entity or an Affiliate of an entity that administers or manages a Lender.

Section # No Covered Entity or EEA Financial Institution. No Loan Party is a Covered Entity or an EEA Financial Institution.

(b) “Entity” shall mean any corporation, partnership, limited liability company, joint venture, trust, foundation, association, organization or other legal entity.