Aarons 2015 Annual Report Download - page 101

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(i) as required by ASC 825-10 in accordance with GAAP related to Receivables owned by Borrowers
on October 15, 2015; and
(ii) for all other Receivables of Borrowers, not less than the greater of (A) Principal Receivables
originated after October 15, 2015 outstanding as of the most recent month end multiplied by the rolling twelve (12)
month ratio of net charge-offs for all Receivables to average Principal Receivables during such twelve (12) month
period; and (B) an amount pursuant to the recommendation of the independent certified public accountant auditing
Borrowersā€™ financial statements.
2. Effectiveness Conditions. This Amendment shall be effective upon the completion of the following conditions precedent
(all agreements, documents and instruments to be in form and substance satisfactory to Agent and Agentā€™s counsel):
(a) Execution and delivery to Agent by Borrowers and Lenders of this Amendment;
(b) Execution and/or delivery by the parties of all other agreements, instruments and documents reasonably requested
by Agent to effectuate and implement the terms hereof and the Credit Documents.
3. Representations and Warranties. Borrowers represent and warrant to Agent and Lenders that:
(a) All warranties and representations made to Agent and Lenders under the Loan Agreement and the Credit
Documents are true and correct in all material respects.
(b) The execution and delivery by Borrowers of this Amendment and the performance by Borrowers of the
transactions herein and therein contemplated (i) are and will be within Borrowersā€™ powers, (ii) have been authorized by all necessary
organizational action, and (iii) do not and will not violate any provisions of any law, rule, regulation, judgment, order, writ, decree,
determination or award or breach any provisions of the charter, bylaws or other organizational documents of Borrowers, or constitute a
default or result in the creation or imposition of any security interest in, or lien or encumbrance upon, any assets of any Borrower
(immediately or with the passage of time or with the giving of notice and passage of time, or both) under any other contract, agreement,
indenture or instrument to which any Borrower is a party or by which any Borrower or its property is bound with failure to comply
resulting in a material adverse change in the business, operations, property (including the Collateral) or financial condition of
Borrowers.
(c) This Amendment and any assignment, instrument, document, or agreement executed and delivered in connection
herewith will be valid, binding and enforceable in accordance with its respective terms, except as may be limited by applicable
bankruptcy, insolvency, reorganization, moratorium, or similar laws affecting the enforcement of creditorsā€™ rights generally and by
general principles of equity.
2