Acceptance of Appointment and Other Matters. Relating ---------------------------------------------------- to the Servicer. ---------------
(a) The Seller agrees to act as the Servicer under this Agreement. The Investor Certificateholders by their acceptance of the Certificates consent to the Seller acting as Servicer.
(b) The Servicer shall service and administer the Receivables and shall collect payments due under the Receivables in accordance with its customary and usual servicing procedures for servicing credit card receivables comparable to the Receivables and in accordance with the Account Guidelines and the covenants of the Seller set forth in Section 2.5, including the covenants set forth in ----------- Sections 2.5(e)(i) and (ii) (which the Servicer hereby agrees to perform in ------------------ ---- full), and the Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration which it may deem necessary or desirable. Without limiting the generality of the foregoing and subject to Section 10.1, the Servicer is hereby authorized and empowered, (i) unless such ------------ power and authority is revoked by the Trustee on account of the occurrence of a Servicer Default pursuant to Section 10.1, to make withdrawals and payments, or ------------ to instruct the Trustee to make withdrawals and payments, from the Collection Account, the Excess Funding Account and any Series Account, in accordance with such instructions as set forth in this Agreement, (ii) unless such power and authority is revoked by the Trustee on account of the occurrence of a Servicer Default pursuant to Section 10.1, to instruct the Trustee in writing, as set ------------ forth in this Agreement, (iii) to execute and deliver, on behalf of the Trust for the benefit of the Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with applicable law and regulations, to commence enforcement proceedings with respect to such Receivables and (iv) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the Securities and Exchange Commission and any state securities authority on behalf of the Trust as may be necessar...
Acceptance of Appointment and Other Matters. Relating to the Servicer .......................... 49 Section 4.02
Acceptance of Appointment and Other Matters. Relating to the Servicer 47 Section 4.02 Servicing Compensation 48 Section 4.03 Representations, Warranties and Covenants of the Servicer 48
Acceptance of Appointment and Other Matters. Relating to the Servicer 41 Section 3.02. Servicing Compensation 42 Section 3.03. Representations, Warranties and Covenants of the Servicer 42 Section 3.04. Reports and Records for the Trustee 45 Section 3.05. Annual Certificate of Servicer 45
Acceptance of Appointment and Other Matters. Relating to the Servicer
Acceptance of Appointment and Other Matters. Relating to the Servicer 15 Section 3.02 Servicing Compensation 18 Section 3.03 Representations, Warranties and Covenants of the Servicer 19 Section 3.04 Records and Reports for the Trustee 24 Section 3.05 Annual Servicer's Certificate 25 Section 3.06 Annual Independent Public Accountants' Servicing Report 25 Section 3.07 Tax Treatment 26 Section 3.08 Notices to Transferor 27 Section 3.09 Dilution Factors 27 Section 3.10 Covenant to Maintain Privileges 27 ARTICLE IV RIGHTS OF CERTIFICATEHOLDERS AND ALLOCATION AND APPLICATION OF COLLECTIONS 27 Section 4.01 Rights of Certificateholders 27 Section 4.02 Establishment of Collection Account 28 Section 4.03 Collections and Allocations 29 Section 4.04 Daily Allocations of Collections Allocated to a Series 31 Section 4.05 Determination of Interest Distributable on Investor Certificate 31 Section 4.06 Determination of Principal Distributable on Investor Certificates 31 Section 4.07 Distributions from Series Collection Sub-subaccounts 31 Section 4.08 Funds Unrelated to Receivables 31 ARTICLE V DISTRIBUTIONS AND REPORTS TO CERTIFICATEHOLDERS 32 Section 5.01 Distributions 32 Section 5.02 Monthly Investor Certificateholders' Statement; Annual Tax Statement 32 ARTICLE VI THE CERTIFICATES 33 Section 6.01 The Certificates 33 Section 6.02 Authentication of Certificates 33 Section 6.03 Registration of Transfer and Exchange of Certificates 34 Section 6.04 Mutilated, Destroyed, Lost or Stolen Certificates 36 Section 6.05 Persons Deemed Owners 36 Section 6.06 Appointment of Paying Agent 37 Section 6.07 Access to List of Certificateholders' Names and Addresses 37 Section 6.08 Authenticating Agent 38 Section 6.09 New Issuances 39 Section 6.10 Book-Entry Certificates 40 Section 6.11 Notices to Clearing Agency 41 Section 6.12 Definitive Certificates 41 Section 6.13 Letter of Representations 42 ARTICLE VII OTHER MATTERS RELATING TO THE TRANSFEROR 42 Section 7.01 Liability of the Transferor 42 Section 7.02 Merger or Consolidation of, or Assumption of the Obligations of, the Transferor 42 Section 7.03 Limitation on Liability of the Transferor 43
Acceptance of Appointment and Other Matters. Relating To The Trust Cash Manager.........................46 9.2
Acceptance of Appointment and Other Matters. RELATING TO THE SERVICER.
(a) TMM is hereby appointed as Servicer on behalf of the Trust under a collection mandate from the Trust under Chapter I of Title Third of Book Second of the Mexican Commerce Code. TMM hereby agrees to act as the Servicer under this Master Trust Agreement. Each Investor Certificateholder, by its acceptance of its Investor Certificate, consents to TMM acting as Servicer.
(b) The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with performing its obligations as Servicer hereunder which it may deem necessary or desirable. Without limiting the generality of the foregoing, the Servicer is hereby authorized and empowered (i) to cooperate with the Trustee in conducting any enforcement proceedings with respect to the Purchased Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the CNBV, the Securities and Exchange Commission and any state securities authority on behalf of the Trust as may be necessary or advisable to comply with any Mexican, U.S. federal or state securities or reporting requirements and laws. The Trustee shall furnish the Servicer, at TMM's sole cost and expense, with any documents in its possession which are reasonably requested by any Seller or the Servicer and are reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties hereunder.
(c) The Servicer shall be required to pay for its own account the expenses of performing its obligations as Servicer under this Master Trust Agreement and shall not be entitled to any payment or reimbursement therefor, other than any fee payable to the Servicer as specifically set forth and payable pursuant to the terms of any Supplement. The Servicer's expenses include the reasonable fees and disbursements of independent public accountants and all other expenses incurred by the Servicer in connection with its activities hereunder.
Acceptance of Appointment and Other Matters. Relating to the Master Servicer..... 39 Section 3.02.
Acceptance of Appointment and Other Matters. Relating to the ----------------------------------------------------------- Servicer. --------
(a) Green Tree agrees to act as the Servicer under this Agreement and the Pooling and Servicing Agreement, and the Buyer consents to Green Tree acting as Servicer. Green Tree, as Servicer, may delegate some or all of its servicing duties to a wholly owned subsidiary of Green Tree, for so long as such subsidiary remains, directly or indirectly, a wholly owned subsidiary of Green Tree. Green Tree will have ultimate responsibility for servicing, managing and making collections on the Receivables and will have the authority to make any management decisions relating to such Receivables, to the extent such authority is granted to the Servicer under this Agreement and the Pooling and Servicing Agreement.
(b) Green Tree shall service and administer the Receivables in accordance with the provisions of the Pooling and Servicing Agreement.
