Common use of Annual Officer’s Certificates Clause in Contracts

Annual Officer’s Certificates. (a) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 2005, the Servicer shall deliver an Officer's Certificate to the Trust, the Indenture Trustee, each Rating Agency, and the Owner Trustee in accordance with Section 3.01(c) of the Basic Servicing Agreement. (b) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 2005, for as long as NMAC continues to act as the Servicer, the Servicer shall deliver an Officer's Certificate to each Rating Agency, the Owner Trustee and the Indenture Trustee stating that, with respect to certain ERISA Plans maintained or sponsored by the Servicer or any of the Servicer's ERISA affiliates: (a) Plan assets will not be materially less than the present value of accrued benefits under each of the Plans as of the close of the most recent Plan year, as reported in the most recent plan financial statements; (b) neither the Servicer nor any of its ERISA affiliates anticipates that the actuarial value of the assets of any Plan it maintains would not be materially insufficient to cover the Gateway current liability (as defined by the Code and demonstrated on the most recent Form 5500 Schedule B that has been filed with the IRS), or is contemplating benefit improvements that would cause the Servicer or its ERISA affiliates to maintain a Plan with materially underfunded Gateway current liability; (c) if all of the Plans (other than a multiemployer Plan) were terminated (disregarding any Plans with surpluses), the unfunded liabilities with respect to the Plans would have no material adverse effect on Nissan Motor Co., Ltd. or Nissan North America, Inc.; and (d) no accumulated funding deficiency or waived funding deficiency as defined in section 412 of the Code or under any multiemployer Plan or collective bargaining agreement exists and there is no failure to make any required contribution under the minimum funding requirements of the Code, as of the close of the most recent Plan year.

Annual Officer’s Certificates. (a) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052004, the Servicer shall deliver an Officer's Certificate to the Trust, the Indenture Trustee, each Rating Agency, and the Owner Trustee in accordance with Section 3.01(c) of the Basic Servicing Agreement. (b) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052004, for as long as NMAC continues to act as the Servicer, the Servicer shall deliver an Officer's Certificate to each Rating Agency, the Owner Trustee and the Indenture Trustee stating that, with respect to certain ERISA Plans maintained or sponsored by the Servicer or any of the Servicer's ERISA affiliates: (a) Plan assets will not be materially less than exceed the present value of accrued benefits under each of the Plans as of the close of the most recent Plan year, as reported in the most recent plan financial statements; (b) neither the Servicer nor any of its ERISA affiliates anticipates that the actuarial value of the assets of any Plan it maintains would not be materially insufficient sufficient to cover the Gateway current liability (as defined by the Code and demonstrated on the most recent Form 5500 Schedule B that has been filed with the IRS), or is contemplating benefit improvements that would cause the Servicer or its ERISA affiliates to maintain a Plan with materially underfunded unfunded Gateway current liability; (c) if all of the Plans (other than a multiemployer Plan) were terminated (disregarding any Plans with surpluses), the unfunded liabilities with respect to the Plans would have no material adverse effect on Nissan Motor Co., Ltd. or Nissan North America, Inc.; and (d) no accumulated funding deficiency or waived funding deficiency as defined in section 412 of the Code or under any multiemployer Plan or collective bargaining agreement exists and there is no failure to make any required contribution under the minimum funding requirements of the Code, as of the close of the most recent Plan year.

Annual Officer’s Certificates. (a) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052004, the Servicer shall deliver an Officer's Certificate to the Trust, the Indenture Trustee, each Rating Agency, and the Owner Trustee in accordance with Section 3.01(c) of the Basic Servicing Agreement. (b) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052004, for as long as NMAC continues to act as the Servicer, the Servicer shall deliver an Officer's Certificate to each Rating Agency, the Owner Trustee and the Indenture Trustee stating that, with respect to certain ERISA Plans maintained or sponsored by the Servicer or any of the Servicer's ERISA affiliates: (a) Plan assets will not be materially less than the present value of accrued benefits under each of the Plans as of the close of the most recent Plan year, as reported in the most recent plan financial statements; (b) neither the Servicer nor any of its ERISA affiliates anticipates that the actuarial value of the assets of any Plan it maintains would not be materially insufficient to cover the Gateway current liability (as defined by the Code and demonstrated on the most recent Form 5500 Schedule B that has been filed with the IRS), or is contemplating benefit improvements that would cause the Servicer or its ERISA affiliates to maintain a Plan with materially underfunded Gateway current liability; (c) if all of the Plans (other than a multiemployer Plan) were terminated (disregarding any Plans with surpluses), the unfunded liabilities with respect to the Plans would have no material adverse effect on Nissan Motor Co., Ltd. or Nissan North America, Inc.; and (d) no accumulated funding deficiency or waived funding deficiency as defined in section 412 of the Code or under any multiemployer Plan or collective bargaining agreement exists and there is no failure to make any required contribution under the minimum funding requirements of the Code, as of the close of the most recent Plan year.

Annual Officer’s Certificates. (a) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052006, the Servicer shall deliver an Officer's Certificate to the Trust, the Indenture Trustee, each Rating Agency, and the Owner Trustee in accordance with Section 3.01(c) of the Basic Servicing Agreement. (b) On or before the last day of the third month after the end of the fiscal year of the Servicer, beginning with June 30, 20052006, for as long as NMAC continues to act as the Servicer, the Servicer shall deliver an Officer's Certificate to each Rating Agency, the Owner Trustee and the Indenture Trustee stating that, with respect to certain ERISA Plans maintained or sponsored by the Servicer or any of the Servicer's ERISA affiliates: (a) Plan assets will not be materially less than the present value of accrued benefits under each of the Plans as of the close of the most recent Plan year, as reported in the most recent plan financial statements; (b) neither the Servicer nor any of its ERISA affiliates anticipates that the actuarial value of the assets of any Plan it maintains would not be materially insufficient to cover the Gateway current liability (as defined by the Code and demonstrated on the most recent Form 5500 Schedule B that has been filed with the IRS), or is contemplating benefit improvements that would cause the Servicer or its ERISA affiliates to maintain a Plan with materially underfunded Gateway current liability; (c) if all of the Plans (other than a multiemployer Plan) were terminated (disregarding any Plans with surpluses), the unfunded liabilities with respect to the Plans would have no material adverse effect on Nissan Motor Co., Ltd. or Nissan North America, Inc.; and (d) no accumulated funding deficiency or waived funding deficiency as defined in section 412 of the Code or under any multiemployer Plan or collective bargaining agreement exists and there is no failure to make any required contribution under the minimum funding requirements of the Code, as of the close of the most recent Plan year.