Common use of DECLARATION OF RECEIVABLES TRUSTEE Clause in Contracts

DECLARATION OF RECEIVABLES TRUSTEE. With the consent and agreement of each of the existing Beneficiaries of the Delamare Cards Receivables Trust as set out in Clause 4.1 (Consent of Existing Beneficiaries) of this Supplement, the Receivables Trustee hereby declares that (i) the Loan Note Issuer No.1 shall be designated as a Beneficiary of the Delamare Cards Receivables Trust in its capacity as the Investor Beneficiary (Term), with effect from the payment of the Contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above and the issue of a duly executed and authenticated Investor Certificate to the Loan Note Issuer No.1 and the Receivables Trustee recording in the Trust Property Register the newly granted entitlement in respect of the De-Linked Trust Series on the Closing Date (and for the avoidance of doubt, such time shall be prior to the undertaking of calculations and allocations of Trust Property by the Receivables Trustee on the Closing Date), (ii) the Receivables Trust Deed and Servicing Agreement shall be supplemented and varied in the manner and to the extent set out below, and (iii) the Receivables Trust Deed and Servicing Agreement shall from such time on the Closing Date be read and construed for all purposes as supplemented and varied as set out in Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement, and the Delamare Cards Receivables Trust shall be supplemented and varied accordingly: (a) clause 1 (Definitions) of the Receivables Trust Deed and Servicing Agreement shall be supplemented and varied with respect to the Loan Note Issuer No.1 in its capacity as the Investor Beneficiary (Term) by the addition of the definitions set out in Part 1 (Definitions) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement. In the event that any term or provision contained therein shall conflict with or be inconsistent with any provision contained in the Receivables Trust Deed and Servicing Agreement, the terms and provisions of the Schedule shall govern with respect to the De-Linked Trust Series only (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series). All Part, Clause or Subclause references in the Schedule shall be to the relevant Part, Clause or Subclauses of the Receivables Trust Deed and Servicing Agreement, except as otherwise provided in the Schedule. All capitalised terms used in the Schedule which are not otherwise defined therein are defined in the Master Framework Agreement. Each capitalised term defined in the Schedule shall relate only to the De-Linked Trust Series and no other Trust Series; (b) for the purposes of clause 4.7 (Amounts Paid Pursuant to a Contribution) of the Receivables Trust Deed and Servicing Agreement in respect of the De-Linked Trust Series, the Contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above shall be paid by the Investor Beneficiary (Term) on the Closing Date by depositing the amount set out in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above in the Trustee Investment Account, which amount so deposited shall constitute Cash Available for Investment on the Closing Date; (c) for the purposes of clause 9.2(b) (Servicing Compensation) of the Receivables Trust Deed and Servicing Agreement, in respect of the De-Linked Trust Series, the amounts equal to the share of the Servicing Fee (identified as the Investor Servicing Fee Amount) payable by the Receivables Trustee to the Servicer which is to be met from payments made to the Receivables Trustee in relation to the De-Linked Trust Series shall, as provided in Clause 11.1 (Investor Servicing Fee Amount) of this Supplement, be calculated, allocated and paid in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (d) for the purposes of Clause 2.3 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement, each constituent element of any payment of Additional Funds shall be paid, when due, by the Investor Beneficiary to the Receivables Trustee, in the following manner: (i) in respect of Loss Make-Up (default), Loss Make-Up (charge-off) and Refunded Utilised Principal Collections, by depositing amounts equal to such amounts in the Trustee Investment Account, which funds shall constitute a further Contribution by Loan Note Issuer No.1 in respect of its interest in the Delamare Receivables Trust; (ii) in respect of Investor Trustee Payment Amounts, Investor Servicing Fee Amounts and Investor Indemnity Payment Amounts, by withdrawing amounts equal to such amounts from the Loan Note Issuer No.1 Distribution Account and depositing corresponding amounts in a bank account held in the name of the Receivables Trustee at the Operating Bank for, inter alia, such purpose (the Receivables Trustee Account); and (iii) in respect of Excess Spread, Accumulation Reserve Account Surplus Amounts, Series Cash Reserve Account Surplus Amounts, Programme Reserve Account Surplus Amounts, Investment Proceeds and Excess Pre-funding Collections Amounts, by depositing amounts equal to such amounts in the Receivables Trustee Consideration Account; (e) for the purposes of calculation only, an amount equal to the aggregate of the portion of any Investor Acquired Interchange Amount allocable to the De-Linked Trust Series shall be allocated and utilised in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (f) for the purposes of clause 7.15(b) (Fees, Costs and Expenses of the Receivables Trustee) of the Receivables Trust Deed and Servicing Agreement, the amount of any Investor Trustee Payment Amount payable by the Investor Beneficiary (Term) in respect of the De-Linked Trust Series shall, as provided in Clause 11.2 (Investor Trustee Payment Amount) of this Supplement, be calculated, allocated and paid in the manner set out in Part 3 (Calculations and Information: Investor Trustee Payment) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (g) clause 5 (Distributions and Calculations in Respect of Collections) of the Receivables Trust Deed and Servicing Agreement, in respect of the De-Linked Trust Series, shall comprise clauses 5.1 (Establishment of Trust Accounts), 5.2 (Collections) and 5.3 (Adjustments) (which shall be read in their entirety as provided in the Receivables Trust Deed and Servicing Agreement) and Clauses 1 to 10 (which shall be read in their entirety as set out in Part 4 (Operation of the Delamare Cards Receivables Trust) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)) and shall be applicable only to the Investor Beneficiary (Term) (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series); and (h) for the purposes of clause 9.5(b) (Reports and Records for the Receivables Trustee) of the Receivables Trust Deed and Servicing Agreement a Monthly Servicer's Report relating to the De-Linked Trust Series shall be provided to the Receivables Trustee (with a copy to the Bank Account Operator), in the manner set out in Exhibit 1 (Form of Monthly Statement) to this Supplement.

Appears in 1 contract

Samples: De Linked Trust Supplement

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DECLARATION OF RECEIVABLES TRUSTEE. With the consent and agreement of each of the existing Beneficiaries of the Delamare Cards Receivables Trust as set out in Clause 4.1 (Consent of Existing Beneficiaries) of this Supplement5(a), the Receivables Trustee hereby declares that (i) the Loan Note Issuer No.1 shall be designated as become a Beneficiary of the Delamare Cards Receivables Trust in its capacity as the Series 2005-B Investor Beneficiary (Term)Beneficiary, with effect from the payment of the Contribution contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above and the issue or annotation (as the case may be) of a duly executed and authenticated Investor Certificate to the Loan Note Issuer No.1 and the Receivables Trustee recording in the Trust Property Register (including the newly granted entitlement in respect of the DeSeries 2005-Linked Trust Series B) on the Closing Date (and for the avoidance of doubt, doubt such time shall be prior to the undertaking of calculations and allocations of Trust Property by the Receivables Trustee Trust Cash Manager on the Closing Date), (ii) the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall be supplemented and varied in the manner and to the extent set out below, below and (iii) the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall from such time on the Closing Date be read and construed for all purposes as supplemented and varied as set out in the Schedule 1 (to this Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement, and the Delamare Cards Receivables Trust shall be supplemented and varied accordingly: (a) clause Clause 1 (Definitions) of the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall be supplemented and varied with respect to the Loan Note Issuer No.1 in its capacity as the Investor Beneficiary (Term) by the addition of the definitions set out in Part 1 (Definitions) of the Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement. In the event that any term or provision contained therein shall conflict with or be inconsistent with any provision contained in the Receivables Trust Deed and Servicing Trust Cash Management Agreement, the terms and provisions of the Schedule shall govern with respect to the De-Linked Trust Series only (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series)govern. All Part, Clause or Subclause sub-clause references in the Schedule shall be to the relevant Part, Clause or Subclauses sub-clauses of the Receivables Trust Deed and Servicing Trust Cash Management Agreement, except as otherwise provided in the Schedule. All capitalised terms used in the Schedule which are not otherwise defined therein are defined in the Master Framework Agreement. Each capitalised term defined in the Schedule shall relate only to the DeSeries 2005-Linked Trust Series B and no other Trust Series; (b) for the purposes of clause Clause 4.7 (Amounts Paid Pursuant to a Contribution) of the Receivables Trust Deed and Servicing Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesB, the Contribution contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above shall be paid by the Investor Beneficiary (Term) on the Closing Date by depositing the amount set out in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above in the Trustee Investment Acquisition Account, which amount so deposited shall constitute Cash Available for Investment Acquisition on the Closing Date; (c) for the purposes of clause Clause 9.2(b) (Servicing Compensation) of the Receivables Trust Deed and Servicing Agreement, Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesB, the amounts equal to the share of the Servicing Investor Cash Management Fee (identified as the Investor Servicing Fee Amount) payable by the Receivables Trustee to the Servicer Trust Cash Manager which is to be met from payments made to the Receivables Trustee in relation to the Deby Series 2005-Linked Trust Series shall, B shall as provided in Clause 11.1 11(a) be calculated, allocated and paid in the manner set out in Part 3 of the Schedule; (d) for the purposes of Clause 2.2.2 of the Beneficiaries Servicing Agreement in respect of Series 2005-B, the share of the Investor Servicing Fee Amount) of this Supplement, payable by the Investor Beneficiary to the Servicer which is to be met from payments to the Servicer by Series 2005-B shall be calculated, allocated and paid in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (d) for the purposes of Clause 2.3 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement, each constituent element of any payment of Additional Funds shall be paid, when due, by the Investor Beneficiary to the Receivables Trustee, in the following manner: (i) in respect of Loss Make-Up (default), Loss Make-Up (charge-off) and Refunded Utilised Principal Collections, by depositing amounts equal to such amounts in the Trustee Investment Account, which funds shall constitute a further Contribution by Loan Note Issuer No.1 in respect of its interest in the Delamare Receivables Trust; (ii) in respect of Investor Trustee Payment Amounts, Investor Servicing Fee Amounts and Investor Indemnity Payment Amounts, by withdrawing amounts equal to such amounts from the Loan Note Issuer No.1 Distribution Account and depositing corresponding amounts in a bank account held in the name of the Receivables Trustee at the Operating Bank for, inter alia, such purpose (the Receivables Trustee Account); and (iii) in respect of Excess Spread, Accumulation Reserve Account Surplus Amounts, Series Cash Reserve Account Surplus Amounts, Programme Reserve Account Surplus Amounts, Investment Proceeds and Excess Pre-funding Collections Amounts, by depositing amounts equal to such amounts in the Receivables Trustee Consideration AccountSchedule; (e) for the purposes of calculation only, an amount equal to the aggregate of the portion of any Investor Acquired Interchange Amount allocable to the De-Linked Trust Series shall be allocated and utilised in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (f) for the purposes of clause Clause 7.15(b) (Fees, Costs and Expenses of the Receivables Trustee) of the Receivables Trust Deed and Servicing AgreementTrust Cash Management Agreement in respect of Series 2005-B, the amount of any Investor the Aggregate Trustee Payment Amount payable by the Investor Beneficiary (Term) in respect of the DeSeries 2005-Linked Trust Series shall, B shall as provided in Clause 11.2 (Investor Trustee Payment Amount11(b) of this Supplement, be calculated, allocated and paid in the manner set out in Part 3 (Calculations and Information: Investor Trustee Payment) 4 of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)Schedule; (gf) clause for the purposes of Clause 5 (Distributions and Calculations in Respect of Collections) of the Receivables Trust Deed and Servicing Agreement, Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesB, shall comprise clauses 5.1 (Establishment of Trust Accounts)Clauses 5.1, 5.2 (Collections) and 5.3 (Adjustments) (which shall be read in their entirety as provided in the Receivables Trust Deed and Servicing Trust Cash Management Agreement. Clause 5 (except for Clauses 5.1, 5.2 and 5.3 thereof) and Clauses 1 to 10 (which shall be read in their its entirety as set out in Part 4 (Operation 5 of the Delamare Cards Receivables Trust) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)) and shall be applicable only to the Investor Beneficiary Beneficiaries constituting Series 2005-B; (Termg) (but without prejudice for the purposes of Clause 9.5(b) of the Receivables Trust Deed and Trust Cash Management Agreement a Monthly Trust Cash Manager's Report relating to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect Series 2005-B shall be provided to the terms Receivables Trustee and the Loan Note Issuer, as the Series 2005-B Investor Beneficiary, in the manner set out in Part 6 of any other series supplement in so far as such terms are referable to the De-Linked Trust Series)Schedule; and (h) for the purposes of clause 9.5(b) (Reports and Records for the Receivables Trustee) Clause 6.2 of the Receivables Trust Deed and Servicing Agreement a Monthly Servicer's Report relating Trust Cash Management Agreement, the Series Pay Out Events applicable to the DeSeries 2005-Linked Trust Series B shall be provided to the Receivables Trustee (with a copy to the Bank Account Operator), in the manner Series 2005-B Pay Out Events set out in Exhibit 1 (Form Part 7 of Monthly Statement) to this Supplementthe Schedule.

Appears in 1 contract

Samples: Receivables Trust Deed and Trust Cash Management Agreement (Arran Funding LTD)

DECLARATION OF RECEIVABLES TRUSTEE. With the consent and agreement of each of the existing Beneficiaries of the Delamare Cards Receivables Trust as set out in Clause 4.1 (Consent of Existing Beneficiaries) of this Supplement, the Receivables Trustee hereby declares that (i) the Loan Note Issuer No.1 shall be designated as a Beneficiary of the Delamare Cards Receivables Trust in its capacity as the Investor Beneficiary (Term), with effect from the payment of the Contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above and the issue of a duly executed and authenticated Investor Certificate to the Loan Note Issuer No.1 and the Receivables Trustee recording in the Trust Property Register the newly granted entitlement in respect of the De-Linked Trust Series on the Closing Date (and for the avoidance of doubt, such time shall be prior to the undertaking of calculations and allocations of Trust Property by the Receivables Trustee on the Closing Date), (ii) the Receivables Trust Deed and Servicing Agreement shall be supplemented and varied in the manner and to the extent set out below, and (iii) the Receivables Trust Deed and Servicing Agreement shall from such time on the Closing Date be read and construed for all purposes as supplemented and varied as set out in Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement, and the Delamare Cards Receivables Trust shall be supplemented and varied accordingly: (a) clause 1 (Definitions) of the Receivables Trust Deed and Servicing Agreement shall be supplemented and varied with respect to the Loan Note Issuer No.1 in its capacity as the Investor Beneficiary (Term) by the addition of the definitions set out in Part 1 (Definitions) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement. In the event that any term or provision contained therein shall conflict with or be inconsistent with any provision contained in the Receivables Trust Deed and Servicing Agreement, the terms and provisions of the Schedule shall govern with respect to the De-Linked Trust Series only (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series). All Part, Clause or Subclause references in the Schedule shall be to the relevant Part, Clause or Subclauses of the Receivables Trust Deed and Servicing Agreement, except as otherwise provided in the Schedule. All capitalised terms used in the Schedule which are not otherwise defined therein are defined in the Master Framework Agreement. Each capitalised term defined in the Schedule shall relate only to the De-Linked Trust Series and no other Trust Series; (b) for the purposes of clause 4.7 (Amounts Paid Pursuant to a Contribution) of the Receivables Trust Deed and Servicing Agreement in respect of the De-Linked Trust Series, the Contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above shall be paid by the Investor Beneficiary (Term) on the Closing Date by depositing the amount set out in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement above in the Trustee Investment Account, which amount so deposited shall constitute Cash Available for Investment on the Closing Date; (c) for the purposes of clause 9.2(b) (Servicing Compensation) of the Receivables Trust Deed and Servicing Agreement, in respect of the De-Linked Trust Series, the amounts equal to the share of the Servicing Fee (identified as the Investor Servicing Fee Amount) payable by the Receivables Trustee to the Servicer which is to be met from payments made to the Receivables Trustee in relation to the De-Linked Trust Series shall, as provided in Clause 11.1 (Investor Servicing Fee Amount) of this Supplement, be calculated, allocated and paid in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (d) for the purposes of Clause 2.3 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement, each constituent element of any payment of Additional Funds shall be paid, when due, by the Investor Beneficiary to the Receivables Trustee, in the following manner: (i) in respect of Loss Make-Up (default), Loss Make-Up (charge-off) and Refunded Utilised Principal Collections, by depositing amounts equal to such amounts in the Trustee Investment Account, which funds shall constitute a further Contribution by Loan Note Issuer No.1 in respect of its interest in the Delamare Receivables Trust; (ii) in respect of Investor Trustee Payment Amounts, Investor Servicing Fee Amounts and Investor Indemnity Payment Amounts, by withdrawing amounts equal to such amounts from the Loan Note Issuer No.1 Distribution Account and depositing corresponding amounts in a bank account held in the name of the Receivables Trustee at the Operating Bank for, inter alia, such purpose (the Receivables Trustee Account); and (iii) in respect of Excess Spread, Accumulation Reserve Account Surplus Amounts, Series Cash Reserve Account Surplus Amounts, Programme Reserve Account Surplus Amounts, Investment Proceeds and Excess Pre-funding Collections Amounts, by depositing amounts equal to such amounts in the Receivables Trustee Consideration Account; (e) for the purposes of calculation only, an amount equal to the aggregate of the portion of any Investor Acquired Interchange Amount allocable to the De-Linked Trust Series shall be allocated and utilised in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (f) for the purposes of clause 7.15(b) (Fees, Costs and Expenses of the Receivables Trustee) of the Receivables Trust Deed and Servicing Agreement, the amount of any Investor Trustee Payment Amount payable by the Investor Beneficiary (Term) in respect of the De-Linked Trust Series shall, as provided in Clause 11.2 (Investor Trustee Payment Amount) of this Supplement, be calculated, allocated and paid in the manner set out in Part 3 (Calculations and Information: Investor Trustee Payment) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (g) clause 5 (Distributions and Calculations in Respect of Collections) of the Receivables Trust Deed and Servicing Agreement, in respect of the De-Linked Trust Series, shall comprise clauses 5.1 (Establishment of Trust Accounts), 5.2 (Collections) and 5.3 (Adjustments) (which shall be read in their entirety as provided in the Receivables Trust Deed and Servicing Agreement) and Clauses 1 to 10 (which shall be read in their entirety as set out in Part 4 (Operation of the Delamare Cards Receivables Trust) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)) and shall be applicable only to the Investor Beneficiary (Term) (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series); and (h) for the purposes of clause 9.5(b) (Reports and Records for the Receivables Trustee) of the Receivables Trust Deed and Servicing Agreement a Monthly Servicer's ' s Report relating to the De-Linked Trust Series shall be provided to the Receivables Trustee (with a copy to the Bank Account Operator), in the manner set out in Exhibit 1 (Form of Monthly Statement) to this Supplement.

Appears in 1 contract

Samples: De Linked Trust Supplement

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DECLARATION OF RECEIVABLES TRUSTEE. With the consent and agreement of each of the existing Beneficiaries of the Delamare Cards Receivables Trust as set out in Clause 4.1 (Consent of Existing Beneficiaries) of this Supplement5(a), the Receivables Trustee hereby declares that (i) the Loan Note Issuer No.1 shall be designated as become a Beneficiary of the Delamare Cards Receivables Trust in its capacity as the Series 2005-A Investor Beneficiary (Term)Beneficiary, with effect from the payment of the Contribution contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above and the issue or annotation (as the case may be) of a duly executed and authenticated Investor Certificate to the Loan Note Issuer No.1 and the Receivables Trustee recording in the Trust Property Register (including the newly granted entitlement in respect of the DeSeries 2005-Linked Trust Series A) on the Closing Date (and for the avoidance of doubt, doubt such time shall be prior to the undertaking of calculations and allocations of Trust Property by the Receivables Trustee Trust Cash Manager on the Closing Date), (ii) the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall be supplemented and varied in the manner and to the extent set out below, below and (iii) the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall from such time on the Closing Date be read and construed for all purposes as supplemented and varied as set out in the Schedule 1 (to this Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement, and the Delamare Cards Receivables Trust shall be supplemented and varied accordingly: (a) clause Clause 1 (Definitions) of the Receivables Trust Deed and Servicing Trust Cash Management Agreement shall be supplemented and varied with respect to the Loan Note Issuer No.1 in its capacity as the Investor Beneficiary (Term) by the addition of the definitions set out in Part 1 (Definitions) of the Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust) to this Supplement. In the event that any term or provision contained therein shall conflict with or be inconsistent with any provision contained in the Receivables Trust Deed and Servicing Trust Cash Management Agreement, the terms and provisions of the Schedule shall govern with respect to the De-Linked Trust Series only (but without prejudice to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect to the terms of any other series supplement in so far as such terms are referable to the De-Linked Trust Series)govern. All Part, Clause or Subclause sub-clause references in the Schedule shall be to the relevant Part, Clause or Subclauses sub-clauses of the Receivables Trust Deed and Servicing Trust Cash Management Agreement, except as otherwise provided in the Schedule. All capitalised terms used in the Schedule which are not otherwise defined therein are defined in the Master Framework Agreement. Each capitalised term defined in the Schedule shall relate only to the DeSeries 2005-Linked Trust Series A and no other Trust Series; (b) for the purposes of clause Clause 4.7 (Amounts Paid Pursuant to a Contribution) of the Receivables Trust Deed and Servicing Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesA, the Contribution contribution referred to in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above shall be paid by the Investor Beneficiary (Term) on the Closing Date by depositing the amount set out in Clause 2.2 (Categories of Additional Beneficiaries, Designation and Additional Funds3(b) of this Supplement above in the Trustee Investment Acquisition Account, which amount so deposited shall constitute Cash Available for Investment Acquisition on the Closing Date; (c) for the purposes of clause Clause 9.2(b) (Servicing Compensation) of the Receivables Trust Deed and Servicing Agreement, Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesA, the amounts equal to the share of the Servicing Investor Cash Management Fee (identified as the Investor Servicing Fee Amount) payable by the Receivables Trustee to the Servicer Trust Cash Manager which is to be met from payments made to the Receivables Trustee in relation to the Deby Series 2005-Linked Trust Series shall, A shall as provided in Clause 11.1 11(a) be calculated, allocated and paid in the manner set out in Part 3 of the Schedule; (d) for the purposes of Clause 2.2.2 of the Beneficiaries Servicing Agreement in respect of Series 2005-A, the share of the Investor Servicing Fee Amount) of this Supplement, payable by the Investor Beneficiary to the Servicer which is to be met from payments to the Servicer by Series 2005-A shall be calculated, allocated and paid in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (d) for the purposes of Clause 2.3 (Categories of Additional Beneficiaries, Designation and Additional Funds) of this Supplement, each constituent element of any payment of Additional Funds shall be paid, when due, by the Investor Beneficiary to the Receivables Trustee, in the following manner: (i) in respect of Loss Make-Up (default), Loss Make-Up (charge-off) and Refunded Utilised Principal Collections, by depositing amounts equal to such amounts in the Trustee Investment Account, which funds shall constitute a further Contribution by Loan Note Issuer No.1 in respect of its interest in the Delamare Receivables Trust; (ii) in respect of Investor Trustee Payment Amounts, Investor Servicing Fee Amounts and Investor Indemnity Payment Amounts, by withdrawing amounts equal to such amounts from the Loan Note Issuer No.1 Distribution Account and depositing corresponding amounts in a bank account held in the name of the Receivables Trustee at the Operating Bank for, inter alia, such purpose (the Receivables Trustee Account); and (iii) in respect of Excess Spread, Accumulation Reserve Account Surplus Amounts, Series Cash Reserve Account Surplus Amounts, Programme Reserve Account Surplus Amounts, Investment Proceeds and Excess Pre-funding Collections Amounts, by depositing amounts equal to such amounts in the Receivables Trustee Consideration AccountSchedule; (e) for the purposes of calculation only, an amount equal to the aggregate of the portion of any Investor Acquired Interchange Amount allocable to the De-Linked Trust Series shall be allocated and utilised in the manner set out in Part 2 (Calculations and Information: Servicing Compensation and Investor Acquired Interchange Amount) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust); (f) for the purposes of clause Clause 7.15(b) (Fees, Costs and Expenses of the Receivables Trustee) of the Receivables Trust Deed and Servicing AgreementTrust Cash Management Agreement in respect of Series 2005-A, the amount of any Investor the Aggregate Trustee Payment Amount payable by the Investor Beneficiary (Term) in respect of the DeSeries 2005-Linked Trust Series shall, A shall as provided in Clause 11.2 (Investor Trustee Payment Amount11(b) of this Supplement, be calculated, allocated and paid in the manner set out in Part 3 (Calculations and Information: Investor Trustee Payment) 4 of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)Schedule; (gf) clause for the purposes of Clause 5 (Distributions and Calculations in Respect of Collections) of the Receivables Trust Deed and Servicing Agreement, Trust Cash Management Agreement in respect of the DeSeries 2005-Linked Trust SeriesA, shall comprise clauses 5.1 (Establishment of Trust Accounts)Clauses 5.1, 5.2 (Collections) and 5.3 (Adjustments) (which shall be read in their entirety as provided in the Receivables Trust Deed and Servicing Trust Cash Management Agreement. Clause 5 (except for Clauses 5.1, 5.2 and 5.3 thereof) and Clauses 1 to 10 (which shall be read in their its entirety as set out in Part 4 (Operation 5 of the Delamare Cards Receivables Trust) of Schedule 1 (Supplement to the Receivables Trust Deed and Servicing Agreement and the Delamare Cards Receivables Trust)) and shall be applicable only to the Investor Beneficiary Beneficiaries constituting Series 2005-A; (Termg) (but without prejudice for the purposes of Clause 9.5(b) of the Receivables Trust Deed and Trust Cash Management Agreement a Monthly Trust Cash Manager's Report relating to any provisions of this Supplement under which any Beneficiary acknowledges any interpretation or modification with respect Series 2005-A shall be provided to the terms Receivables Trustee and the Loan Note Issuer, as the Series 2005-A Investor Beneficiary, in the manner set out in Part 6 of any other series supplement in so far as such terms are referable to the De-Linked Trust Series)Schedule; and (h) for the purposes of clause 9.5(b) (Reports and Records for the Receivables Trustee) Clause 6.2 of the Receivables Trust Deed and Servicing Agreement a Monthly Servicer's Report relating Trust Cash Management Agreement, the Series Pay Out Events applicable to the DeSeries 2005-Linked Trust Series A shall be provided to the Receivables Trustee (with a copy to the Bank Account Operator), in the manner Series 2005-A Pay Out Events set out in Exhibit 1 (Form Part 7 of Monthly Statement) to this Supplementthe Schedule.

Appears in 1 contract

Samples: Receivables Trust Deed and Trust Cash Management Agreement (Arran Funding LTD)

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