Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 16 contracts
Samples: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables Trust 2019-B), Indenture (World Omni Auto Receivables Trust 2019-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 at 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, and except as required by the express terms of the other Basic Documents, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 15 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2024-C), Indenture (World Omni Auto Receivables Trust 2024-C), Indenture (World Omni Select Auto Trust 2024-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will Wilmington Trust, National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 13 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2024-C), Trust Agreement (World Omni Auto Receivables Trust 2024-C), Trust Agreement (World Omni Auto Receivables Trust 2023-C)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 at 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, and except as required by the express terms of the other Basic Documents, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 12 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2024-A), Indenture (World Omni Auto Receivables Trust 2024-A), Indenture (World Omni Auto Receivables Trust 2023-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee wxxx Xxxxx Fargo Delaware Trust Company, N.A., (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 10 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2018-B), Trust Agreement (World Omni Auto Receivables Trust 2018-B), Trust Agreement (World Omni Auto Receivables Trust 2018-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor as soon as practicable of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Subject to this Section 7.10, the Owner Trustee shall have no obligation to take any other action with respect to a demand. However, the Owner Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Owner Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to a Reporting Officer of the Indenture Owner Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Owner Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Owner Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Owner Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information in its actual possession that are reasonably requested in writing by World Omni or the Depositor and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Owner Trustee have (i) any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in respect this Section 7.10. The obligations of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Owner Trustee under the first two sentences of this IndentureSection 7.10 to notify the Depositor and World Omni of any such demand made in non-written form shall not be applicable during such time as the interpretations of the requirements of the Repurchase Rules and Regulations explicitly require reporting by World Omni and the Depositor solely with respect to demands in written form.
Appears in 9 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2013-A), Trust Agreement (World Omni Auto Receivables Trust 2013-A), Trust Agreement (World Omni Auto Receivables Trust 2012-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 8 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2016-B), Indenture (World Omni Auto Receivables Trust 2016-B), Indenture (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 6 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2020-C), Indenture (World Omni Auto Receivables Trust 2020-C), Indenture (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 6 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2024-B), Trust Agreement (World Omni Auto Receivables Trust 2024-B), Trust Agreement (World Omni Auto Receivables Trust 2021-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will Wilmington Trust, National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 6 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2024-A), Trust Agreement (World Omni Auto Receivables Trust 2024-A), Trust Agreement (World Omni Auto Receivables Trust 2023-D)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 6 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2019-C), Indenture (World Omni Auto Receivables Trust 2019-C), Indenture (World Omni Auto Receivables Trust 2020-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 6 contracts
Samples: Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 5 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2022-D), Trust Agreement (World Omni Auto Receivables Trust 2021-C), Trust Agreement (World Omni Auto Receivables Trust 2021-C)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 4 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2015-A), Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 4 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2016-A), Trust Agreement (World Omni Auto Receivables Trust 2016-A), Trust Agreement (World Omni Auto Receivables Trust 2015-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 4 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2016-A), Indenture (World Omni Auto Receivables Trust 2016-A), Indenture (World Omni Auto Receivables Trust 2015-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 4 contracts
Samples: Trust Agreement (World Omni Select Auto Trust 2021-A), Trust Agreement (World Omni Select Auto Trust 2021-A), Trust Agreement (World Omni Select Auto Trust 2020-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor . Nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 3 contracts
Samples: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables Trust 2012-A), Indenture (World Omni Auto Receivables Trust 2012-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will Wilmington Trust, National Association (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Select Auto Trust 2024-A), Trust Agreement (World Omni Select Auto Trust 2024-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000900) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000900) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2020-B), Trust Agreement (World Omni Auto Receivables Trust 2020-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni Oxxx and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2014-A), Indenture (World Omni Auto Receivables Trust 2014-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx 190 Jxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000950) 000-0000, AttentionXttention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx 190 Jxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000950) 000-0000, AttentionXttention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2015-A), Indenture (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000900) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000900) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omniat 250 Jxx Xxxxx Xxxxxxxxx, World Omni Financial Corp.Xxxxxxxxx Xxxxx, 100 Xxx Xxxxx BoulevardXxxxxxx 00000, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, TelecopyXxxecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, and except as required by the express terms of the other Basic Documents, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2023-C), Indenture (World Omni Auto Receivables Trust 2023-C)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor as soon as practicable of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Subject to this Section 7.10, the Owner Trustee shall have no obligation to take any other action with respect to a demand. However, the Owner Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Owner Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to a Reporting Officer of the Indenture Owner Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Owner Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Owner Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Owner Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information in its actual possession that are reasonably requested in writing by World Omni or the Depositor and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Owner Trustee have (i) any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have AB or (ii) any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities except as expressly set forth in respect this Section 7.10. The obligations of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Owner Trustee under the first two sentences of this IndentureSection 7.10 to notify the Depositor and World Omni of any such demand made in non-written form shall not be applicable during such time as the interpretations of the requirements of the Repurchase Rules and Regulations explicitly require reporting by World Omni and the Depositor solely with respect to demands in written form.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2014-A), Trust Agreement (World Omni Auto Receivables Trust 2014-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2021-B), Indenture (World Omni Auto Receivables Trust 2021-B)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___]5, Attention: Treasurer[___], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will [___] (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 190 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 190 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables LLC), Trust Agreement (World Omni Auto Receivables LLC)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will U.S. Bank Trust National Association, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2019-C), Trust Agreement (World Omni Auto Receivables Trust 2019-C)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will BNY Mellon Trust of Delaware, (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Auto Receivables Trust 2020-A), Trust Agreement (World Omni Auto Receivables Trust 2020-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.. 44
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2021-A), Indenture (World Omni Auto Receivables Trust 2021-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will Wilmington Trust, National Association (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 2 contracts
Samples: Trust Agreement (World Omni Select Auto Trust 2023-A), Trust Agreement (World Omni Select Auto Trust 2023-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of communicated to the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 2 contracts
Samples: Indenture (World Omni Auto Receivables Trust 2011-A), Indenture (World Omni Auto Receivables Trust 2011-A)
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Reporting Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 190 Xxx Xxxxx BoulevardXxxxxxxxx, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___]5, Attention: Treasurer[___], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will [___] (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 at 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx BoulevardXxxxevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000, Attention: Treasurer, or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, and except as required by the express terms of the other Basic Documents, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[___], Attention: Treasurer[___], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Trustee shall provide prompt notice to World Omni and the Depositor of all demands received by a Responsible Officer of the Indenture Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information related to such demand reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Trustee from time to time. The Indenture Trustee and the Issuing Entity acknowledge and agree that the purpose of this Section 6.14 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by World Omni and the Depositor in good faith for delivery of information accessible by the Indenture Trustee under these provisions on the basis of evolving interpretations of the Repurchase Rules and Regulations. The Indenture Trustee shall cooperate fully with World Omni and the Depositor to deliver any and all records and any other information reasonably available to it and necessary in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In no event shall the Indenture Trustee have any responsibility or liability in connection with any filing required to be made by a securitizer under the Exchange Act or Regulation AB, and except as required by the express terms of the other Basic Documents, nor shall the Indenture Trustee have any duty or obligation to undertake any investigation or inquiry related to repurchase activity or otherwise to assume any additional duties or responsibilities in respect of the Indenture or the Sale and Servicing Agreement or the transactions contemplated thereby, other than any express duties or obligations as Indenture Trustee under this Indenture.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 000 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will [ ] (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 1 contract
Communications Regarding Demands to Repurchase Receivables. The Indenture Owner Trustee shall provide prompt notice to World Omni and the Depositor Depositor, as soon as practicable and in any event within five Business Days, of all demands received by communicated to a Responsible Reporting Officer of the Indenture Owner Trustee for the repurchase or replacement of any Receivable for breach of the representations and warranties concerning such Receivable. The Indenture Trustee shall, upon written request and at the sole cost and expense of either World Omni or the Depositor, provide (x) notification to World Omni and the Depositor with respect to any actions taken by the Indenture Trustee or determinations made by the Indenture Trustee, in each case with respect to any such demand communicated to the Indenture Trustee in respect of any Receivables, and (y) any other records or information reasonably requested by World Omni or the Depositor, as applicable, that is in the Indenture Trustee’s possession and reasonably accessible to it, such notifications to be provided by the Indenture Trustee as soon as practicable and in any event within five (5) Business Days of such request or such other time frame as may be mutually agreed to by the Indenture Trustee and World Omni or the Depositor, as applicable. Such notices shall be provided to World Omni and the Depositor at: (a) in the case of World Omni, World Omni Financial Corp., 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], and (b) in the case of the Depositor, to World Omni Auto Receivables LLC, 100 200 Xxx Xxxxx Boulevard, Deerfield Beach, Florida 33442, Telecopy: (000) 000-0000[ ], Attention: Treasurer[ ], or at such other address or by such other means of communication as may be specified by World Omni or the Depositor to the Indenture Owner Trustee from time to time. The Indenture Owner Trustee acknowledges and the Issuing Entity acknowledge and agree agrees that the purpose of this Section 6.14 7.10 is to facilitate compliance by World Omni and the Depositor with Rule 15Ga-1 under the Exchange Act, as amended, and Items 1104(e) and 1121(c) of Regulation AB (the “Repurchase Rules and Regulations”). The Indenture Owner Trustee acknowledges that interpretations of the requirements of the Repurchase Rules and Regulations may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply cooperate in good faith at the sole cost and expense of World Omni or the Depositor with any reasonable requests request made by World Omni and or the Depositor for information which is required in good faith for delivery of information under these provisions on order to enable World Omni or the basis of evolving interpretations of Depositor to comply with the Repurchase Rules and Regulations. The Indenture Owner Trustee’s reporting is limited to information delivered to a Reporting Officer of the Owner Trustee shall cooperate fully with World Omni that it has received or acquired solely in its capacity as Owner Trustee and the Depositor to deliver any and all records and not in any other information necessary capacity. The Owner Trustee is not a securitizer (as defined in the good faith determination of World Omni and the Depositor to permit them to comply with the provisions of Repurchase Rules and Regulations. In ) and in no event shall the Indenture Trustee will [ ] (individually or as Owner Trustee) have any responsibility or liability in connection with (i) the compliance by any Person who is a securitizer (as defined in Rule 15Ga-1) in connection with the Issuing Entity, or any other Person under the Repurchase Rules and Regulations or (ii) any filing required to be made by a securitizer under the Exchange Act Repurchase Rules and Regulations in connection with the information provided pursuant to this Section 7.10. Other than any express duties or Regulation ABresponsibilities as Owner Trustee under this Agreement, nor shall the Indenture Owner Trustee have any has no duty or obligation to undertake any investigation or inquiry related to demands for the repurchase activity or replacement of any Receivable or otherwise to assume any additional duties or responsibilities in respect of any transaction contemplated in this Agreement, and no such additional obligations or duties are implied in this Agreement. The Owner Trustee will not have any duty to conduct, and has not conducted, any affirmative investigation as to the Indenture occurrence of any conditions requiring the repurchase or the Sale and Servicing Agreement or the transactions contemplated thereby, other than replacement of any express duties or obligations as Indenture Trustee under this IndentureReceivable.
Appears in 1 contract