Common use of Annual Statement as to Compliance, Notice of Servicer Termination Event Clause in Contracts

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer and the Majority Noteholder, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, beginning on October 31, 2003, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Default.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer Backup Servicer, the Security Insurer and the Majority Noteholdereach Rating Agency, on or before October 31 (or within 120 days after the end of the Servicer's fiscal yearyear (with the first such certificate being delivered no later than April 30, if other than June 30) of each year, beginning on October 31, 20031997), an officerOfficer's certificate Certificate signed by any a Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other shorter period as shall have elapsed from the Closing Date to the date end of the first such certificate (which period shall not be less than six months)fiscal year) and of the performance of its performance obligations under this Agreement has been made under such officer's supervision, supervision and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, period or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Servicer or the Servicer Seller shall deliver to the Owner Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderSecurity Insurer and each Rating Agency, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, time or both, both would become a Servicer Termination Event or Event of Defaultunder Section 8.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeBackup Servicer, the Master Servicer Insurer and the Majority Noteholdereach Rating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20032006, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 December 31 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have has elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderInsurer, and the Servicer or the Receivables Seller (as applicable) each Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 9.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeBackup Servicer, the Master Servicer Insurer and the Majority Noteholdereach Rating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20032004, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 December 31 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have has elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderInsurer, and the Servicer or the Receivables Seller (as applicable) each Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 9.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Noteholder, the Indenture Trustee, the Master Backup Servicer and the Majority Noteholdereach Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) February 28 of each yearyear beginning February 28, beginning on October 31, 20032005, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the initial Cutoff Date to December 31, 2004) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeNoteholder, the Master ServicerBackup Servicer and each Rating Agency, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer Owner Trustee, [the Backup Servicer,] and the Majority NoteholderRating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20031999, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 the preceding December 31 (or other applicable date) of such year), stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Owner Trustee, [the Backup Servicer, the Majority Noteholder, ] and the Servicer or the Receivables Seller (as applicable) Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which that, with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 8.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Noteholder, the Indenture Trustee, the Master Backup Servicer and the Majority Noteholdereach Rating Agency, on or before October March 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, year beginning on October March 31, 20032007, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the Cutoff Date with respect to Receivables transferred to the Purchaser on the initial Funding Date to December 31, 2006) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeNoteholder, the Master ServicerBackup Servicer and each Rating Agency, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge Knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 10.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Noteholder, the Indenture Trustee, the Master Backup Servicer and the Majority Noteholdereach Rating Agency, on or before October March 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, year beginning on October March 31, 20032007, an officer's certificate signed by any Responsible Officer of the ServicerOfficer’s Certificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the Cutoff Date with respect to Receivables transferred to the Purchaser on the initial Funding Date to December 31, 2006) and of its performance under this Agreement has been made under such officer's supervision, ’s supervision and (ii) to the best of such officer's ’s knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeNoteholder, the Master ServicerBackup Servicer and each Rating Agency, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge Knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's certificate Officer’s Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Agent and the Noteholder, the Indenture TrusteeBackup Servicer, the Master Servicer Insurer, and the Majority Noteholdereach Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) February 28 of each year, year beginning on October 31February 28, 2003, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the initial Cutoff Date to December 31, 2002) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeAgent and the Noteholder, the Master Backup Servicer, the Majority NoteholderInsurer and each Rating Agency, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Purchaser, to the Trustee, the Indenture Trustee, Note Purchaser and to the Master Servicer Noteholders and the Majority NoteholderBackup Servicer, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) February 28 of each yearyear beginning February 28, beginning on October 31, 20032005, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the initial Cutoff Date to December 31, 2004) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeNoteholders, the Master Note Purchaser and the Backup Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, [the Indenture Trustee, the Master Servicer Backup Servicer,] and the Majority NoteholderRating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20031999, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 the preceding December 31 (or other applicable date) of such year), stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, [the Indenture Trustee, the Master Backup Servicer, the Majority Noteholder, ] and the Servicer or the Receivables Seller (as applicable) Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which that, with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Purchaser, to the Trustee, the Indenture Trustee, Note Purchaser and to the Master Servicer Noteholders and the Majority NoteholderBackup Servicer, on or before October March 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, year beginning on October March 31, 20032006, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the initial Cutoff Date to December 31, 2005) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeNoteholders, the Master Note Purchaser and the Backup Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer Backup Servicer, the Security Insurer and the Majority Noteholdereach Rating Agency, on or before October 31 (or within 120 days after the end of the Servicer's fiscal yearyear (with the first such certificate being delivered no later than April 30, if other than June 30) of each year, beginning on October 31, 20031998), an officerOfficer's certificate Certificate signed by any a Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other shorter period as shall have elapsed from the Closing Date to the date end of the first such certificate (which period shall not be less than six months)fiscal year) and of the performance of its performance obligations under this Agreement has been made under such officer's supervision, supervision and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, period or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Servicer or the Servicer Seller shall deliver to the Owner Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderSecurity Insurer and each Rating Agency, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, time or both, both would become a Servicer Termination Event or Event of Defaultunder Section 8.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer Purchaser and the Majority NoteholderCollateral Agent, on or before October 31 September 30 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30) of each year, beginning on October 31September 30, 20032002, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer, the Majority Noteholder, Purchaser and the Servicer or the Receivables Seller (as applicable) Collateral Agent, promptly after having obtained knowledge the occurrence thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under Section 4.1(a). The Servicer shall, and shall cause the Seller to, deliver to the Purchaser, the Collateral Agent and the Servicer promptly after the occurrence thereof, but in no event later than two (2) Business Days thereafter, written notice in an Officer's Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under any other clause of DefaultSection 4.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeBackup Servicer, the Indenture TrusteeBorrower, the Master Servicer Collateral Agent and the Majority NoteholderAgent, on or before October March 31 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October March 31, 20031999, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 December 31 (or other applicable date) of such the immediately preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Borrower or the Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderBorrower, the Collateral Agent and the Servicer or the Receivables Seller (as applicable) Agent, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which is, or with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 13.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer Note Insurer and the Majority NoteholderRating Agencies, on or before October March 31 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October March 31, 20032000, an officer's certificate signed by any Responsible Officer an authorized officer of the Servicer, dated as of June 30 December 31 (or other applicable date) of such the immediately preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Company or the Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer, the Majority Noteholder, and the Servicer Note Insurer or the Receivables Seller Company (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) 2 Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 7.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer and the Majority Noteholdereach of Standard & Poor's and Fitch, on or before October March 31 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October March 31, 20032000, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 December 31 (or other applicable date) of such the immediately preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Originator or the Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller Originator (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) 2 Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or an Event of DefaultTermination under Section 7.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeCustodian, the Indenture Trustee, the Master Backup Servicer and the Majority Noteholdereach Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) of each year, beginning on October 31, 2003, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)) and of its performance under this Agreement has been made under such officerResponsible Officer's supervision, and (ii) to such officerResponsible Officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment fulfilment of any such obligation, specifying each such default known to such officer Responsible Officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner TrusteeCustodian, the Indenture Trustee, the Master Backup Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of DefaultEvent.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeNote Insurer, the Indenture TrusteeTrust, the Master Servicer and the Majority NoteholderCollateral Agent, on or before October 31 (or 120 one hundred twenty (120) days after the end of the Servicer's ’s fiscal year, if other than June 30) of each year, beginning on October 31, 20032005, an officer's ’s certificate signed by any Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's ’s supervision, and (ii) to such officer's ’s knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner TrusteeTrust, the Indenture TrusteeNote Insurer, the Master Servicer, the Majority Noteholder, Standby Servicer and the Servicer or the Receivables Seller (as applicable) Collateral Agent, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's ’s certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under Section 4.1(a). The Servicer shall, and shall cause the Sellers to, deliver to the Note Insurer, the Standby Servicer, the Collateral Agent and the Servicer promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an Officer’s Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under any other clause of DefaultSection 4.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer Note Insurer and the Majority NoteholderRating Agencies, on or before October March 31 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October March 31, 20031999, an officer's certificate signed by any Responsible Officer an authorized officer of the Servicer, dated as of June 30 December 31 (or other applicable date) of such the immediately preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Company or the Servicer shall deliver to the Owner TrusteeTrust, the Indenture Trustee, the Master Servicer, the Majority Noteholder, and the Servicer Note Insurer or the Receivables Seller Company (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) 2 Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 7.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Controlling Party and the Noteholder, the Indenture Trustee, the Master Backup Servicer and the Majority Noteholdereach Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) February 28 of each yearyear beginning February 28, beginning on October 31, 20032006, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the date of this Agreement to December 31, 2005) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeControlling Party and the Noteholder, the Master ServicerBackup Servicer and each Rating Agency, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteeNote Insurer, the Indenture TrusteeTrust, the Master Servicer and the Majority NoteholderCollateral Agent, on or before October 31 (or 120 one hundred twenty (120) days after the end of the Servicer's ’s fiscal year, if other than June 30) of each year, beginning on October 31, 20032007, an officer's ’s certificate signed by any Responsible Officer of the Servicer, dated as of June 30 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's ’s supervision, and (ii) to such officer's ’s knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner TrusteeTrust, the Indenture TrusteeNote Insurer, the Master Servicer, the Majority Noteholder, Backup Servicer and the Servicer or the Receivables Seller (as applicable) Collateral Agent, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's ’s certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under Section 4.1(a). The Servicer shall, and shall cause the Sellers to, deliver to the Note Insurer, the Backup Servicer, the Collateral Agent and the Servicer promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an Officer’s Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event under any other clause of DefaultSection 4.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeNote Insurer, the Master Servicer Backup Servicer, and the Majority NoteholderRating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20032000, an officer's certificate signed by any Responsible Officer of the Servicer, dated as of June 30 the preceding December 31 (or other applicable date) of such year), stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeNote Insurer, the Master Servicer, the Majority Noteholder, Backup Servicer and the Servicer or the Receivables Seller (as applicable) Rating Agency, promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officer's certificate Officers' Certificate of any event which that, with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 8.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeBackup Servicer[, the Master Servicer Insurer] and the Majority Noteholdereach Rating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 2003____, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 December 31 (or other applicable date) of such year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have has elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall will deliver to the Indenture Trustee, the Owner Trustee, the Indenture TrusteeBackup Servicer[, the Master ServicerInsurer,] and each Rating Agency, the Majority Noteholder, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 9.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner TrusteePurchaser, to the Trustee for delivery to the Agent and the Noteholder, the Indenture TrusteeStandby Servicer, the Master Servicer Insurer, and the Majority Noteholdereach Rating Agency, on or before October 31 (or 120 days after the end of the Servicer's fiscal year, if other than June 30) February 28 of each year, year beginning on October 31February 28, 2003, an officerOfficer's certificate signed by any Responsible Officer of the ServicerCertificate, dated as of June 30 (or other applicable date) December 31 of such the preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from or, in the Closing Date to the date case of the first such certificate (which certificate, the period shall not be less than six months)from the initial Cutoff Date to December 31, 2002) and of its performance under this Agreement has been made under such officer's supervision, supervision and (ii) to the best of such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such year (or, in the case of the first such certificate, such shorter period), or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Trustee, the Indenture TrusteeAgent and the Noteholder, the Master Standby Servicer, the Majority NoteholderInsurer and each Rating Agency, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder SECTION 10.1.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer Trustee and the Majority NoteholderRating Agencies, on or before October March 31 (or 120 90 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October March 31, 20032000, an officer's certificate signed by any Responsible Officer an authorized officer of the Servicer, dated as of June 30 December 31 (or other applicable date) of such the immediately preceding year, stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller Originator or the Servicer shall deliver to the Owner Trustee, the Indenture Trustee, the Master Servicer, the Majority Noteholder, and the Servicer or the Receivables Seller Originator (as applicable) and each Rating Agency promptly after having obtained knowledge thereof, but in no event later than two (2) 2 Business Days thereafter, written notice in an officer's certificate of any event which with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 7.01.

Annual Statement as to Compliance, Notice of Servicer Termination Event. (a) The Servicer shall deliver to the Owner Issuer, the Trustee, the Indenture TrusteeBackup Servicer, the Master Servicer Note Insurer and the Majority Noteholdereach Rating Agency, on or before October 31 April 30 (or 120 days after the end of the Servicer's fiscal year, if other than June 30December 31) of each year, beginning on October 31April 30, 20031997, an officerOfficer's certificate signed by any Responsible Officer Certificate of the Servicer, dated as of June 30 the preceding December 31 (or other applicable date) of such year), stating that (i) a review of the activities of the Servicer during the preceding 12-month period (or such other period as shall have elapsed from the Closing Date to the date of the first such certificate (which period shall not be less than six months)certificate) and of its performance under this Agreement has been made under such officer's supervision, and (ii) to such officer's knowledge, based on such review, the Servicer has fulfilled all its obligations under this Agreement throughout such period, or, if there has been a default in the fulfillment of any such obligation, specifying each such default known to such officer and the nature and status thereof. (b) The Receivables Seller or the Servicer shall deliver to the Owner Issuer, the Trustee, the Indenture Trustee, the Master Backup Servicer, the Majority NoteholderNote Insurer and each Rating Agency, and the Servicer or the Receivables Seller (as applicable) promptly after having obtained knowledge thereof, but in no event later than two (2) three Business Days thereafter, written notice in an officerOfficer's certificate Certificate of any event which that, with the giving of notice or lapse of time, or both, would become a Servicer Termination Event or Event of Defaultunder Section 7.1.