Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accounts. (b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as Schedule 1 and delivered to the Issuer and the Indenture Trustee from time to time except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the Trust, (ii) in connection with the performance of the Owner Trustee’s or the Trust’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreements. The Owner Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their duly authorized representatives to inspect the Owner Trustee’s security, data protection and confidentiality arrangements from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b). (c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust other than as contemplated in any Related Agreement.
Appears in 8 contracts
Samples: Third Amended and Restated Transfer Agreement, Transfer Agreement (American Express Receivables Financing Corp VIII LLC), Transfer Agreement (American Express Receivables Financing Corp VIII LLC)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of Schedule 1, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsit from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists Account Schedule marked as Schedule 1 and delivered to the Issuer and the Indenture Owner Trustee or Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s Issuer's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors of Servicer or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsAgreement. The Owner Trustee and the Trust each agrees (i) to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection 's security and confidentiality arrangements as they specifically relate to the administration of Issuer from time to time during normal business hours upon prior written noticenotice and (ii) not to use any Account Schedule information to compete, directly or indirectly, with Transferor or FNBO. The Owner Trustee and shall promptly notify Transferor of any request received by Owner Trustee to disclose information of the Trust type described in this Section 2.02(b), which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information of the type described in this subsection 2.2(b).
(c) The unless Owner Trustee shall have no power is compelled pursuant to create, assume or incur indebtedness or other liabilities in a Requirement of Law to disclose such information prior to the name date that is five (5) Business Days after the giving of the Trust other than as contemplated in any Related Agreementsuch notice.
Appears in 2 contracts
Samples: Transfer and Servicing Agreement (First Bankcard Master Credit Card Trust), Transfer and Servicing Agreement (First Bankcard Master Credit Card Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of Schedule 1, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer it from time to time, at its Corporate Trust Office and the Indenture Trustee shall maintain a copy of Schedule 1 identifying the Initial Accounts1, as delivered to it from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists Account Schedule marked as Schedule 1 and delivered to the Issuer and the Indenture Owner Trustee or Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s or the TrustIssuer’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors of Servicer or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsAgreement. The Owner Trustee and the Trust each agrees (i) to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection security and confidentiality arrangements as they specifically relate to the administration of Issuer from time to time during normal business hours upon prior written noticenotice and (ii) not to use any Account Schedule information to compete, directly or indirectly, with Transferor or FNBO. The Owner Trustee and shall promptly notify Transferor of any request received by Owner Trustee to disclose information of the Trust type described in this Section 2.02(b), which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information unless Owner Trustee is compelled pursuant to a Requirement of Law to disclose such information prior to the date that is five (5) Business Days after the giving of such notice.
(c) Indenture Trustee hereby agrees not to disclose to any Person any of the account numbers or other information contained in the Account Schedule marked as Schedule 1 and delivered to Indenture Trustee, from time to time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to Indenture Trustee, (ii) in connection with the performance of Indenture Trustee’s duties hereunder or any other Transaction Document to which it is a party, including its duties in enforcing the rights of Noteholders, or (iii) to bona fide creditors of Servicer or Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreement. Indenture Trustee agrees (i) to take such measures as shall be reasonably requested by Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow Transferor or its duly authorized representatives to inspect Indenture Trustee’s security and confidentiality arrangements as they specifically relate to Issuer from time to time during normal business hours upon prior written notice and (ii) not to use any Account Schedule information to compete, directly or indirectly, with Transferor or FNBO. Indenture Trustee shall promptly notify Transferor of any request received by Indenture Trustee to disclose information of the type described in this subsection 2.2(bSection 2.02(c).
(c) The Owner Trustee , which notice shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust other than as contemplated in any Related Agreementevent be provided no later than five (5) Business Days prior to disclosure of any such information unless Indenture Trustee is compelled pursuant to a Requirement of Law to disclose such information prior to the date that is five (5) Business Days after the giving of such notice.
Appears in 2 contracts
Samples: Transfer and Servicing Agreement (First National Funding LLC), Transfer and Servicing Agreement (First National Funding LLC)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section 2.1. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of each Account Schedule, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsit from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees agrees: (and the Indenture Trustee shall, pursuant to the Indenture, agreea) not to disclose to any Person any of the account numbers Account Numbers or any other information contained in the computer files any Account Schedule, or microfiche lists marked as Schedule 1 and delivered any other consumer information related to the Issuer Accounts which meets the definition of “Non-Public Personal Information” under the Xxxxx-Xxxxx-Xxxxxx Act (“GLB Act”) and its implementing regulations (the Indenture Trustee from time to time “Privacy Regulations”) (collectively, the “Consumer Information”), except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee Indenture Trustee, or the Trust, (ii) in connection with the performance of the Owner Trustee’s or the Trust’s duties hereunder, (iiib) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreements. The Owner Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any the Transferor to protect and maintain the security and confidentiality of such information andinformation, (c) to comply with and cause its Affiliates and subcontractors to comply with the GLB Act and the Privacy Regulations (to the extent applicable to any of them) in their handling of the Consumer Information and to maintain (and cause such Affiliates and subcontractors to maintain) applicable physical, electronic and procedural safeguards that comply with the GLB Act and the Privacy Regulations (and any other similar requirements adopted by any Regulatory Authority having authority over the Owner Trustee) with respect to all Consumer Information in its possession (and in connection therewith, the Owner Trustee shall allow each Account Owner and each the Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection policies and confidentiality arrangements procedures to ensure compliance with the terms of this Section 2.2(b) as they specifically relate to this Agreement or otherwise to its activities as the Owner Trustee from time to time during normal business hours upon prior written notice), and (d) not to use any Account Schedule information or other Consumer Information for any purpose other than the transactions contemplated hereby (including, without limitation, to compete, directly or indirectly, with the Transferor, any Account Originator or their respective Affiliates, or in any manner prohibited by the GLB Act and the Privacy Regulations). The Owner Trustee and shall promptly notify the Trust Transferor of any request received by the Owner Trustee to disclose any Consumer Information, which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information unless the Owner Trustee is compelled pursuant to a Requirement of Law to disclose such information prior to the date that is five (5) Business Days after the giving of such notice. Nothing contained herein shall be deemed to restrict in any manner any disclosure of the type described tax treatment or tax structure of the transaction (as defined in this subsection 2.2(b).
(cSection 1.6011-4 of the Treasury Regulations or applicable state or local tax law) or any materials relating to such tax treatment and tax structure. The Owner Trustee shall will promptly report to, and cooperate with the Servicer, Transferor and Administrator in investigating, any security breaches, lapses or vulnerabilities that have no power to create, assume or incur indebtedness or other liabilities resulted in the name disclosure of Consumer Information to any Person (except for any disclosures permitted by this Section 2.2(b)). The terms of this Section 2.2(b) shall survive the Trust other than as contemplated in any Related termination of this Agreement.
Appears in 2 contracts
Samples: Transfer and Servicing Agreement, Transfer and Servicing Agreement (Alliance Data Systems Corp)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest in, to and under the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer and the Indenture Trustee the TA Account Schedule 1 identifying the Initial Accounts.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as the TA Account Schedule 1 and delivered to the Issuer and the Indenture Trustee from time to time except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the Trust, (ii) in connection with the performance of the Owner Trustee’s or the Trust’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or Indenture, (iv) to the extent required by the applicable UCC, to bona fide creditors or potential creditors of any Account Owner BBD or any the Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsAgreement, or (v) with the prior written consent of the Transferor. The Owner Trustee Trust agrees (and the Trust each agrees Indenture Trustee shall, pursuant to the Indenture, agree) to take such measures as shall be reasonably requested by any Account Owner BBD or any the Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner BBD and each the Transferor or their duly authorized representatives to inspect the Owner TrusteeTrust’s security, data protection and confidentiality arrangements from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner BBD and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection Section 2.2(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in In consideration for the name conveyance of the Trust other than as contemplated Assets hereunder, the Issuer hereby agrees to pay to the Transferor the net proceeds received from the issuance of each Series of Notes, provided, however, to the extent that BBD has not been paid any amounts owed to it pursuant to Section 3.01 of the Receivables Purchase Agreement, the Transferor hereby directs the Issuer to pay such proceeds directly to BBD in any Related Agreementan amount equal to such unpaid amounts.
Appears in 2 contracts
Samples: Transfer Agreement (Dryrock Issuance Trust), Transfer Agreement (Dryrock Issuance Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Sold Assets purchased by, and conveyed to to, the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor Depositor delivered to the Issuer and the Indenture Trustee it a Loan Schedule 1 identifying relating to the Initial AccountsLoans (other than the 2024-1A SUBI Loans).
(b) The Owner Trustee and the Trust each Issuer hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account loan numbers or other information contained in the computer files or microfiche lists marked as Loan Schedule 1 and delivered to the Issuer and the Indenture Trustee from time to time (including any supplement thereto) except (i) to a Successor the Servicer (or any Subservicer), the Back-up Servicer or as required by a Requirement of Law applicable to the Owner Trustee Trustee, the Issuer or the TrustNorth Carolina Trustees, (ii) in connection with the performance of any of the Owner Trustee’s or the TrustIssuer’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and Noteholders, (iv) to the Indenture Seller or (ivv) to bona fide creditors or potential creditors of any Account Owner the Seller, the Depositor or any Transferor the Issuer for the limited purpose of enabling any such creditor to identify Receivables or Accounts applicable Loans subject to this Agreement, the 2024-1A SUBI Supplement, the 2024-1A SUBI Servicing Agreement, the Purchase Agreement, the Loan Purchase Agreement or the Receivables Purchase AgreementsIndenture, provided they agree to keep such information confidential. The Owner Trustee and the Trust each Issuer agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor the Depositor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor the Depositor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b).
(c) The Owner Trustee Issuer shall have no power to not create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as expressly contemplated in any Related Agreementthe Transaction Documents.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Regional Management Corp.), Sale and Servicing Agreement (Regional Management Corp.)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance acceptance, to the extent validly transferred, assigned, set over or otherwise conveyed to the Issuer as provided in Section 2.1, of all right, title and interest previously held by the Transferor in and to (i) the Collateral Certificate and (ii) the Receivables created on or after the Certificate Trust Termination Date and all other Trust Assets and declares that it shall hold such right, title and interest, in trust as herein set forth and subject to the Trust Assets conveyed to terms hereof, for the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery benefit of this Agreement, the Transferor delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsall Noteholders.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person (including any Noteholder or Note Owner) any of the account numbers or other information contained in the computer files or microfiche lists marked as Schedule 1 and delivered to the Issuer by the Transferor pursuant to Sections 2.1 and the Indenture Trustee from time to time 2.6, except (i) to a Successor Servicer or as is required by a Requirement of Law applicable to the Owner Trustee or the Trust, (ii) in connection with the performance of its duties hereunder or as may be provided in any Indenture Supplement, or in connection with audits, examinations, investigations and other inquiries which are required in connection with the Owner Trustee’s 's regulatory supervision or the Trust’s duties hereunderin response to a court order, (iii) to the Indenture Trustee in connection with its duties subpoena, or other judicial or governmental demand or in enforcing the rights of the Noteholders and in connection with its duties under this Agreement and or to a Successor Servicer appointed pursuant to Section 7.2(a) or a successor Owner Trustee appointed pursuant to the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsTrust Agreement. The Owner Trustee and the Trust each agrees to take such measures as shall be necessary or reasonably requested by any Account Owner the Transferor or any Transferor the Bank to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their duly authorized representatives to inspect the Owner Trustee’s security, data protection and confidentiality arrangements from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b)information.
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related Agreementthe Transaction Documents.
Appears in 2 contracts
Samples: Transfer and Servicing Agreement (Dc Funding International Inc), Transfer and Servicing Agreement (Fnanb Credit Card Master Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accounts.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as Schedule 1 and delivered to the Issuer and the Indenture Trustee from time to time except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the Trust, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s 's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreements. The Owner Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their duly authorized representatives to inspect the Owner Trustee’s 's security, data protection and confidentiality arrangements from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust other than as contemplated in any Related Agreement.
Appears in 2 contracts
Samples: Transfer and Servicing Agreement (American Express Issuance Trust), Transfer and Servicing Agreement (American Express Issuance Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of Schedule 1, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsit from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists Account Schedule marked as Schedule 1 and delivered to the Issuer and the Indenture Owner Trustee or Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s or the TrustIssuer’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors of Servicer or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsAgreement. The Owner Trustee and the Trust each agrees (i) to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection security and confidentiality arrangements as they specifically relate to the administration of Issuer from time to time during normal business hours upon prior written noticenotice and (ii) not to use any Account Schedule information to compete, directly or indirectly, with Transferor or FNBO. The Owner Trustee and shall promptly notify Transferor of any request received by Owner Trustee to disclose information of the Trust type described in this Section 2.02(b), which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information of the type described in this subsection 2.2(b).
(c) The unless Owner Trustee shall have no power is compelled pursuant to create, assume or incur indebtedness or other liabilities in a Requirement of Law to disclose such information prior to the name date that is five (5) Business Days after the giving of the Trust other than as contemplated in any Related Agreementsuch notice.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (First National Master Note Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section 2.1. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of each Account Schedule, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsit from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees agrees: (and the Indenture Trustee shall, pursuant to the Indenture, agreea) not to disclose to any Person any of the account numbers Account Numbers or any other information contained in the computer files any Account Schedule, or microfiche lists marked as Schedule 1 and delivered any other consumer information related to the Issuer Accounts which meets the definition of “Non-Public Personal Information” under the Xxxxx-Xxxxx-Xxxxxx Act (“GLB Act”) and its implementing regulations (the Indenture Trustee from time to time “Privacy Regulations”) (collectively, the "Consumer Information"), except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee Indenture Trustee, or the Trust, (ii) in connection with the performance of the Owner Trustee’s or the Trust’s duties hereunder, (iiib) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreements. The Owner Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any the Transferor to protect and maintain the security and confidentiality of such information andinformation, (c) to comply with and cause its Affiliates and subcontractors to comply with the GLB Act and the Privacy Regulations (to the extent applicable to any of them) in their handling of the Consumer Information and to maintain (and cause such Affiliates and subcontractors to maintain) applicable physical, electronic and procedural safeguards that comply with the GLB Act and the Privacy Regulations (and any other similar requirements adopted by any Regulatory Authority having authority over the Owner Trustee) with respect to all Consumer Information in its possession (and in connection therewith, the Owner Trustee shall allow each Account Owner and each the Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection policies and confidentiality arrangements procedures to ensure compliance with the terms of this Section 2.2(b) as they specifically relate to this Agreement or otherwise to its activities as the Owner Trustee from time to time during normal business hours upon prior written notice), and (d) not to use any Account Schedule information or other Consumer Information for any purpose other than the transactions contemplated hereby (including, without limitation, to compete, directly or indirectly, with the Transferor, any Account Originator or their respective Affiliates, or in any manner prohibited by the GLB Act and the Privacy Regulations). The Owner Trustee and shall promptly notify the Trust Transferor of any request received by the Owner Trustee to disclose any Consumer Information, which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information unless the Owner Trustee is compelled pursuant to a Requirement of Law to disclose such information prior to the date that is five (5) Business Days after the giving of such notice. Nothing contained herein shall be deemed to restrict in any manner any disclosure of the type described tax treatment or tax structure of the transaction (as defined in this subsection 2.2(b).
(cSection 1.6011-4 of the Treasury Regulations or applicable state or local tax law) or any materials relating to such tax treatment and tax structure. The Owner Trustee shall will promptly report to, and cooperate with the Servicer, Transferor and Administrator in investigating, any security breaches, lapses or vulnerabilities that have no power to create, assume or incur indebtedness or other liabilities resulted in the name disclosure of Consumer Information to any Person (except for any disclosures permitted by this Section 2.2(b)). The terms of this Section 2.2(b) shall survive the Trust other than as contemplated in any Related termination of this Agreement.
Appears in 1 contract
Samples: Transfer Agreement (Bread Financial Holdings, Inc.)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets property, now existing and hereafter created, conveyed to the Trust Issuer pursuant to Section SECTION 2.1. The Issuer further acknowledges thatOwner Trustee shall maintain a copy of SCHEDULE 1, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor as delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accountsit from time to time, at its Corporate Trust Office.
(b) The Owner Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists Account Schedule marked as Schedule SCHEDULE 1 and delivered to the Issuer and the Indenture Owner Trustee or Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s Issuer's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner Servicer or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase AgreementsAgreement. The Owner Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection 's security and confidentiality arrangements as they specifically relate to the administration of Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and shall promptly notify the Trust Transferor of any request received by the Owner Trustee to disclose information of the type described in this SECTION 2.2(b), which notice shall provide the applicable Account Owner and the applicable Transferor with notice 15 in any event be provided no later than five (5) Business Days prior to disclosure of any such information of unless the type described in this subsection 2.2(b).
(c) The Owner Trustee shall have no power is compelled pursuant to create, assume or incur indebtedness or other liabilities in a Requirement of Law to disclose such information prior to the name date that is five (5) Business Days after the giving of the Trust other than as contemplated in any Related Agreementsuch notice.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (World Financial Network Credit Card Master Trust)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Transferred Assets conveyed to the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to it the Issuer and the Indenture Trustee Account Schedule 1 identifying relating to the Initial AccountsAccounts described in paragraph (d) of Section 2.01.
(b) The Owner Trustee and the Trust Issuer each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) shall not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as any other Account Schedule 1 and delivered to the Issuer and Owner Trustee or the Indenture Trustee Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustIssuer, (ii) in connection with the performance of the Owner Trustee’s or the TrustIssuer’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture Series Enhancers or (iv) to bona fide creditors or potential creditors of any Account Owner Owner, CompuCredit or any Transferor or the Issuer for the limited purpose of enabling any such creditor to identify applicable Receivables or Accounts subject to this Agreement or Agreement, the Receivables Purchase AgreementsAgreements or the Indenture. The Owner Trustee and the Trust Issuer each agrees to shall take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust Issuer shall provide the applicable Account Owner and the applicable Transferor with notice 15 five (5) Business Days prior to disclosure of any information of the type described in this subsection 2.2(bSection 2.02(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related the Trust Agreement, the Administration Agreement, this Agreement and the Indenture and the Indenture Supplements.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (Compucredit Corp)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial Accounts.
(b) The Owner Issuer Trustee, the Indenture Trustee and the Trust each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as Schedule 1 and delivered to the Issuer and the Indenture Trustee from time to time except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Issuer Trustee or the Trust, (ii) in connection with the performance of the Owner Issuer Trustee’s or the Trust’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture or (iv) to bona fide creditors or potential creditors of any Account Owner or any Transferor for the limited purpose of enabling any such creditor to identify Receivables or Accounts subject to this Agreement or the Receivables Purchase Agreements. The Owner Issuer Trustee and the Trust each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their duly authorized representatives to inspect the Owner Issuer Trustee’s security, data protection and confidentiality arrangements from time to time during normal business hours upon prior written notice. The Owner Issuer Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b).
(c) The Owner Issuer Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust other than as contemplated in any Related Agreement or any Derivative Agreement.
Appears in 1 contract
Samples: Transfer Agreement
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Transferred Assets conveyed to the Trust Issuer pursuant to Section 2.12.01. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to it an Account Schedule relating to the Issuer and the Indenture Trustee Schedule 1 identifying the Initial AccountsAccounts described in paragraph (d) of Section 2.01.
(b) The Owner Trustee and the Trust each Issuer hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as any Account Schedule 1 and delivered to the Issuer and the Indenture Trustee Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustIssuer, (ii) in connection with the performance of the Owner Trustee’s or the TrustIssuer’s duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders Noteholders, any O/C Holder and in connection with its duties under this Agreement and the Indenture Series Enhancers or (iv) to bona fide creditors or potential creditors of any Account Owner Owner, CCIA, any seller, the Transferor or any Transferor the Issuer for the limited purpose of enabling any such creditor to identify applicable Receivables or Accounts subject to this Agreement or Agreement, the Receivables Purchase AgreementsAgreements or the Indenture. The Owner Trustee and the Trust each Issuer agrees to take such measures as shall be reasonably requested by any Account Owner or any the Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each the Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust shall provide the applicable Account Owner and the applicable Transferor with notice 15 Business Days prior to disclosure of any information of the type described in this subsection 2.2(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related the Trust Agreement, the Administration Agreement, this Agreement and the Indenture and the Indenture Supplements.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (Compucredit Corp)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer Owner Trustee the computer file or microfiche list relating to the Initial Accounts and the Indenture Prior Additional Accounts described in the penultimate paragraph of SECTION 2.01. The Owner Trustee Schedule 1 identifying shall maintain a copy of SCHEDULE I, as delivered from time to time, at the Initial AccountsCorporate Trust Office.
(b) The Owner Trustee and the Trust Issuer each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as SCHEDULE I and any other Account Schedule 1 and delivered to the Issuer and Owner Trustee or the Indenture Trustee Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s Issuer's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture Series Enhancers or (iv) to bona fide creditors or potential creditors of any Account Owner Owner, CompuCredit or any Transferor or the Issuer for the limited purpose of enabling any such creditor to identify applicable Receivables or Accounts subject to this Agreement or Agreement, the Receivables Purchase AgreementsAgreements or the Indenture. The Owner Trustee and the Trust Issuer each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection 's security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust Issuer shall provide the applicable Account Owner and the applicable Transferor with notice 15 five (5) Business Days prior to disclosure of any information of the type described in this subsection 2.2(bSECTION 2.02(B).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related the Trust Agreement, the Administration Agreement, this Agreement and the Indenture and the Indenture Supplements.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (Compucredit Corp)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer Owner Trustee the computer file or microfiche list relating to the Initial Accounts and the Indenture Prior Additional Accounts described in the penultimate paragraph of Section 2.01. The Owner Trustee shall maintain a copy of Schedule 1 identifying I, as delivered from time to time, at the Initial AccountsCorporate Trust Office.
(b) The Owner Trustee and the Trust Issuer each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as Schedule 1 I and any other Account Schedule delivered to the Issuer and Owner Trustee or the Indenture Trustee Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s Issuer's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture Series Enhancers or (iv) to bona fide creditors or potential creditors of any Account Owner Owner, CompuCredit or any Transferor or the Issuer for the limited purpose of enabling any such creditor to identify applicable Receivables or Accounts subject to this Agreement or Agreement, the Receivables Purchase AgreementsAgreements or the Indenture. The Owner Trustee and the Trust Issuer each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection 's security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust Issuer shall provide the applicable Account Owner and the applicable Transferor with notice 15 five (5) Business Days prior to disclosure of any information of the type described in this subsection 2.2(bSection 2.02(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related the Trust Agreement, the Administration Agreement, this Agreement and the Indenture and the Indenture Supplements.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (Compucredit Corp)
Acceptance by Issuer. (a) The Issuer hereby acknowledges its acceptance of all right, title and interest to the Trust Assets conveyed to the Trust pursuant to Section 2.1. The Issuer further acknowledges that, prior to or simultaneously with the execution and delivery of this Agreement, the Transferor delivered to the Issuer and Owner Trustee the Indenture Trustee Account Schedule 1 identifying relating to the Initial AccountsAccounts described in paragraph (d) of SECTION 2.01.
(b) The Owner Trustee and the Trust Issuer each hereby agrees (and the Indenture Trustee shall, pursuant to the Indenture, agree) not to disclose to any Person any of the account numbers or other information contained in the computer files or microfiche lists marked as any Account Schedule 1 and delivered to the Issuer and Owner Trustee or the Indenture Trustee Issuer, from time to time time, except (i) to a Successor Servicer or as required by a Requirement of Law applicable to the Owner Trustee or the TrustTrustee, (ii) in connection with the performance of the Owner Trustee’s 's or the Trust’s Issuer's duties hereunder, (iii) to the Indenture Trustee in connection with its duties in enforcing the rights of Noteholders and in connection with its duties under this Agreement and the Indenture Series Enhancers or (iv) to bona fide creditors or potential creditors of any Account Owner Owner, CompuCredit or any Transferor or the Issuer for the limited purpose of enabling any such creditor to identify applicable Receivables or Accounts subject to this Agreement or Agreement, the Receivables Purchase AgreementsAgreements or the Indenture. The Owner Trustee and the Trust Issuer each agrees to take such measures as shall be reasonably requested by any Account Owner or any Transferor to protect and maintain the security and confidentiality of such information and, in connection therewith, shall allow each Account Owner and each Transferor or their its duly authorized representatives to inspect the Owner Trustee’s security, data protection 's security and confidentiality arrangements as they specifically relate to the administration of the Issuer from time to time during normal business hours upon prior written notice. The Owner Trustee and the Trust Issuer shall provide the applicable Account Owner and the applicable Transferor with notice 15 five (5) Business Days prior to disclosure of any information of the type described in this subsection 2.2(bSECTION 2.02(b).
(c) The Owner Trustee shall have no power to create, assume or incur indebtedness or other liabilities in the name of the Trust Issuer other than as contemplated in any Related the Trust Agreement, the Administration Agreement, this Agreement and the Indenture and the Indenture Supplements.
Appears in 1 contract
Samples: Transfer and Servicing Agreement (Compucredit Corp)