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<br />5. Ongoing Boarding of Client Loans <br />On a regular basis, following the Effective Date of this Agreement, CEE will notify Client of <br />newly originated Loans for which it will service under the terms of this Agreement. <br /> <br />Client represents, warrants, and agrees to cooperate with CEE, and provide CEE such information <br />as may be necessary to perform its duties under this Agreement, reconcile any loan balance <br />information provided to CEE, and CEE may rely in good faith on information provided to it by <br />Client. <br /> <br />CEE represents, warrants, and agrees to onboard loans accurately according to the provisions <br />provided by Client and shall, subject the terms of this Agreement. CEE further agrees that it shall <br />remedy any onboarding errors within five (5) business days (or such shorter period as may be <br />required by applicable law) after receipt of notice of such errors. <br /> <br />6. Reports the Property of Client <br />All reports, documents, and materials delivered by CEE to Client pursuant to this Agreement are <br />the exclusive property of Client. Client may use any work product prepared by CEE in such <br />manner, for such purpose, and as often as Client shall deem advisable, in whole, in part, or in <br />modified form, without further compensation to CEE. <br /> <br />7. Nature of Agreement <br />CEE shall perform all of its services and duties hereunder at its own expense and without cost or <br />charge to Client except as expressly provided in Exhibit B. <br /> <br />Governmental Approvals. CEE has obtained and will maintain in full force and effect, <br />and satisfy at all times, all related eligibility criteria in order to maintain in full force and <br />effect, without material impairment, suspension or revocation, all municipal, local, or <br />other applicable governmental approvals, registrations, qualifications, permits, licenses, <br />and other applicable authorizations that are required or necessary to perform and conduct <br />the services and CEE’s business in accordance with Applicable Requirements, as <br />hereinafter defined. <br /> <br />For purposes of this Agreement, “Applicable Requirements” shall mean: <br /> <br />(1) All applicable federal, state, and local legal and regulatory requirements binding <br />upon CEE related to the performance of the Services; <br /> <br />(2) All other final judicial and administrative judgments, orders, stipulations, awards, <br />writs, and injunctions applicable to CEE; and <br /> <br />(3) The reasonable and customary practices of prudent loan servicing providers that <br />offer the same types of services as CEE for the same types of loans serviced by <br />CEE in the jurisdictions in which CEE operates. <br /> <br />3 <br />Mounds View Loan Servicing Contract #3084 <br />621273v5MU205-13 <br /> <br />