Common use of Depositor’s Certifications Clause in Contracts

Depositor’s Certifications. The Depositor certifies that: (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the related Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the related Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b) (in each case, solely with respect to the related Receivables) will be true and correct as of the Acquisition Date; and (C) all conditions to the transfer and assignment of the related Receivables (1) by the Originators to the Depositor under Section 2.1(c) of the Originator Receivables Transfer Agreement and (2) by any Additional Transferor to the Depositor under Section 2.1(c) of the related Additional Transferor Receivables Transfer Agreement, if any, in each case, have been satisfied.

Depositor’s Certifications. The Depositor certifies that: (A) as of such Acquisition Date, (1) the Depositor is Solvent and will not become insolvent as a result of the transfer and assignment of the related Additional Receivables on the Acquisition Date, (2) the Depositor does not intend to incur or believe that it would incur debts that would be beyond the Depositor’s ability to pay as they matured and (3) the transfer and assignment of the related Additional Receivables is not made by the Depositor with actual intent to hinder, delay or defraud any Person; (B) each of the representations and warranties made by the Depositor under Sections 2.4(a) and 2.4(b) (), in each case, solely with respect to the related Additional Receivables) , will be true and correct as of the Acquisition Date; and (C) all conditions to the transfer and assignment of the related Additional Receivables (1) by the Originators to the Depositor under Section 2.1(c2.1(d) of the Originator Receivables Transfer Agreement and (2) by any Additional Transferor the Master Trust to the Depositor under Section 2.1(c2.1(d) of the related Additional Transferor Master Trust Receivables Transfer Agreement, if any, in each caseas applicable, have been satisfied. The delivery by the Administrator, on behalf of the Depositor, of the Transfer Notice will be considered a certification by the Depositor that the conditions set forth in this Section 2.1(d) have been satisfied or will be satisfied on the Acquisition Date.