Obligations and Compliance with Receivables. The Servicer will fulfill and comply with all obligations on the part of the Borrower to be fulfilled or complied with under or in connection with each Receivable and will do nothing to impair the rights of the Administrative Agent in, to and under the Collateral.

Compliance with Contractual Obligations. (a) Comply # in all material respects with its Organic Documents and # with each Material Contract to which it is a party, except, in the case of this clause (ii), to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect, # maintain in full force and effect each Material Contract to which it is a party, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect, # take such action as it determines in its reasonable commercial judgment to be appropriate to enforce its material rights and obligations under each Material Contract to which it is a party and the material covenants thereof in accordance with the terms thereof and # use commercially reasonable efforts to require each Approved Vendor to certify to InventoryCo, upon delivery and transfer of title and risk of loss of the Bulk Purchase InventoryCo Equipment to InventoryCo, as to # the date and amount of InventoryCo’s payment of the purchase price for the Bulk Purchase InventoryCo Equipment, # a description of such Bulk Purchase InventoryCo Equipment, # the date of transfer of title and risk of loss and # the date and location of physical delivery (such certificate, the “Approved Vendor Certificate”).

Obligations and Compliance with Receivables. The Servicer will fulfill and comply with all obligations on the part of the Borrower to be fulfilled or complied with under or in connection with each Receivable and will do nothing to impair the rights of the Administrative Agent in, to and under the Collateral.

Assistance with Compliance Obligations. You shall promptly provide American with Notice of Your receipt of any communication, inquiry, request, or complaint from any Third Party, including a public authority or a Data Subject, relating to the Processing by You of any American Data. You shall reasonably cooperate with American to resolve any such communication, inquiry, request or complaint. In addition, You shall assist and cooperate with American in fulfilling its obligations under Data Law with regard to the Processing of American Data by You on American’s behalf, as applicable, including:

Performance and Compliance with Receivables and Contracts. Timely perform and comply, in all material respects with all provisions, covenants and other promises required to be observed by it under the Contracts and all other agreements related to the Receivables that it generates unless the failure to so perform or comply does not involve a material portion of such Receivables, and such Originator of such Receivables shall have complied with its obligations with respect to such Receivables set forth in [Section 3.3].

Notwithstanding anything to the contrary in this Agreement, Executive acknowledges and agrees that if she has materially breached, or is in material breach of, any provision of this Agreement (including, without limitation, in the event that any of her representations in this Agreement or the Supplemental Release are materially inaccurate), her Employee Agreement, or her Professional Responsibility Obligations with respect to the Company or its affiliates, Executive shall not be eligible to receive, and shall not receive (or continue to receive, as applicable) any of the payments or other benefits set forth in Paragraph 2 hereof, and the Company’s obligation to make or continue to make any payments or provide any other benefits under this Agreement shall cease effective as of the date of the Company’s discovery of such breach (without limiting any other remedy that may be available to the Company under the circumstances and without being deemed liquidated damages or an adequate remedy at law, as applicable), provided that prior to ceasing to make any payments under this Agreement, # the Company first will give Executive notice of and a reasonable opportunity to cure with respect to any such grounds for ceasing payments under this Agreement and # before any payments cease, the circumstances will be reviewed by the Company’s then-current CFO and the independent directors of the Board.

Obligations and Compliance with Receivables. The Servicer will fulfill and comply with all obligations on the part of the Borrower to be fulfilled or complied with under or in connection with each Receivable and will do nothing to impair the rights of the Administrative Agent in, to and under the Collateral.

Performance and Compliance with Pool Receivables and Contracts. At its expense, timely and fully perform and comply, or cause the Servicer to perform and comply, in all material respects with all provisions, covenants and promises required to be observed by it under the Contracts and the Pool Receivables, unless an Originator or the Seller makes a Deemed Collection in respect of the entire Unpaid Balance thereof in accordance with [Section 3.2] of the Purchase and Sale Agreement.

Performance and Compliance with Pool Receivables and Contracts. At its expense, timely and fully perform and comply in all material respects with all provisions, covenants and other promises required to be observed by it under the Contracts of the Pool Receivables and the Pool Receivables, unless, with respect to a Pool Receivable, a Deemed Collection occurs in respect of the entire Unpaid Balance thereof in accordance with [Section 3.2] of the Purchase and Sale Agreement.

Comply in all respects with each Contractual Obligation of such Person, except as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.