Common use of Information to Be Provided by the Owner Trustee Clause in Contracts

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (x) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. (a) For so long as the Depositor is required to report under Regulation AB, the Owner Trustee shall, as promptly as practicable, notify the Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all Proceedings against the Owner Trustee or any and all Proceedings of which any property of the Owner Trustee is the subject, that is material to the Noteholders and (ii) any such Proceedings known to be contemplated by Governmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. (b) For so long as the Depositor is required to report under Regulation AB, the Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositoreach January, April, July and October, provide to the Depositor, in writing, Depositor such information regarding the Owner Trustee as is requested required for the purpose of compliance with Item 1117 Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (aA) the Owner Trustee’s name and form of organization; (bB) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables;auto finance receivables; and (cC) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: : (i1) the sponsor; , (ii2) any depositor; , (iii3) the issuing entity; , (iv4) any servicer; servicer or subservicer, (v5) any other trustee; , (vi6) any originator; , (vii7) any significant obligor; , (viii) 8) any enhancement or support provider, including any swap or cap counterparty; (ix9) any asset representations reviewer; and reviewer and (x10) any other material transaction partyparty related to any Securitization Transaction. In connection with addition, the above-listed parties, Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the asset-backed securities transactionSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securitiesNotes.

Information to Be Provided by the Owner Trustee. (a) For so long as the Depositor is required to report under Regulation AB, the Owner Trustee shall, as promptly as practicable, notify the Depositor, in writing, of (i) the commencement of, a material development in or, if applicable, the termination of, any and all Proceedings against the Owner Trustee or any and all Proceedings of which any property of the Owner Trustee is the subject, that is material to the Noteholders and (ii) any such Proceedings known to be contemplated by Governmental Authorities. The Owner Trustee shall also notify the Depositor, in writing, as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any material changes to Proceedings described in the preceding sentence. In addition, the Owner Trustee will furnish to the Depositor, in writing, the necessary disclosure regarding the Owner Trustee describing such Proceedings required to be disclosed under Item 1117 of Regulation AB, for inclusion in reports filed by or on behalf of the Depositor pursuant to the Exchange Act. (b) For so long as the Depositor is required to report under Regulation AB, the Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositoreach January, April, July and October, provide to the Depositor, in writing, Depositor such information regarding the Owner Trustee as is requested required for the purpose of compliance with Item 1117 Items 1109(a), 1109(b) and 1119 of Regulation AB; provided, however, the Owner Trustee shall not be required to provide such information in the event that there has been no change to the information previously provided by the Owner Trustee to the Depositor, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by a Responsible Officer of the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (ai) the Owner Trustee’s name and form of organization; (bii) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables;auto finance receivables; and (ciii) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: : (i1) the sponsor; , (ii2) any depositor; , (iii3) the issuing entity; , (iv4) any servicer; servicer or subservicer, (v5) any other trustee; , (vi6) any originator; , (vii7) any significant obligor; , (viii) 8) any enhancement or support provider, including any swap or cap counterparty; provider and (ix) any asset representations reviewer; and (x9) any other material transaction partyparty related to any Securitization Transaction. In connection with addition, the above-listed parties, Owner Trustee shall provide a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Owner Trustee and any above-listed party that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s arm’s-length transaction with an unrelated third party, apart from the asset-backed securities transactionSecuritization Transactions, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securitiesNotes.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables assets of the same type as the ReceivablesExchange Note and related assets; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (x) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s 's name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables assets of the same type as the ReceivablesExchange Note and related assets; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (x) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s 's length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s 's understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables assets of the same type as the ReceivablesExchange Note and related assets; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositoreach month, provide to the DepositorDiscover Bank, in writing, such information regarding the Owner Trustee Bank as is requested for the purpose of compliance with Item 1117 of Regulation AB, including but not limited to a letter addressed to Discover Bank in substantially the form (with appropriate insertions) of Exhibit C hereto, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any changes to such information, provide to the DepositorDiscover Bank, in writing, such updated information necessary for compliance with Item 1117 of Regulation AB. information. (b) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly Securitization Transaction which requires a prospectus, prospectus supplement, offering memorandum or annual reportrelated documents, provide to the Depositor Discover Bank such information regarding the Owner Trustee Bank as is requested and within the timeframe as is reasonably requested for the purpose purposes of compliance with Items 1109(a), 1109(b) ), 1117 and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any material changes to such informationpreviously provided information or to the business operations of the Trustee Bank, provide to the DepositorDiscover Bank, in writingwriting (with a copy to Moody’s in the case of clause (C) below), such updated information, and such other information as may be reasonably requested for purposes of satisfying Exchange Act reporting obligations of the Note Issuance Trust. Such information shall include, at a minimum: (aA) the Owner TrusteeTrustee Bank’s name and form of organization; (bB) a description of the extent to which the Owner Trustee Bank has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivablescredit card receivables; (cC) a description of any affiliation between the Owner Trustee Bank and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee Bank by the Depositor Discover Bank in writing at least three Business Days in advance of such Securitization Transaction: (i1) the sponsor; (ii2) any depositor; (iii3) the issuing entity; (iv4) any servicer; (v5) any trustee; (vi6) any originator; (vii7) any significant obligor; (viii) 8) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (x9) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Trustee Bank and any of the above specified parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from such Securitization Transaction, the asset-backed securities transaction, Agreement and any of the Transaction Documents that currently exists or that existed during the past two years years, and that is material to an investor’s understanding of the asset-backed securities. With respect to the information required to be provided under this Section 13.03, the Trustee Bank shall not be required to provide such information in the event that there has been no change to the information previously provided by the Trustee Bank to Discover Bank but shall at Discover Bank’s request confirm that there has been no change. In connection with each Report on Form 10-K with respect to the Notes and each Report on Form 10-D with respect to the Notes filed by or on behalf of Discover Bank, the Trustee Bank shall be deemed to represent and warrant, as of February 13th of each year for the Report on Form 10-K and as of the related Payment Date for each Report on Form 10-D, that any information previously provided by the Trustee Bank under this Article XIII is materially correct and does not have any material omissions unless the Trustee Bank has provided an update to such information.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s 's name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables assets of the same type as the ReceivablesExchange Note and related assets; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s 's length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s 's understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositoreach month, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual reporteach January, April, July and October, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) [the grantor trust;] (v) any servicer; (vvi) any trustee; (vivii) any originator; (viiviii) any significant obligor; (viiiix) any enhancement or support provider, including any swap or cap counterparty; (ixx) any asset representations reviewer; and (xxi) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositoreach month, provide to the DepositorDiscover Funding LLC, in writing, such information regarding the Owner Trustee Bank as is requested for the purpose of compliance with Item 1117 of Regulation AB, including but not limited to a letter addressed to Discover Funding LLC in substantially the form (with appropriate insertions) of Exhibit B hereto, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any changes to such information, provide to the DepositorDiscover Funding LLC, in writing, such updated information necessary for compliance with Item 1117 of Regulation AB. information. (b) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly Securitization Transaction which requires a prospectus, prospectus supplement, offering memorandum or annual reportrelated documents, provide to the Depositor Discover Funding LLC such information regarding the Owner Trustee Bank as is requested and within the timeframe as is reasonably requested for the purpose purposes of compliance with Items 1109(a1109(a)(1), 1109(b) 1109(a)(2), 1117 and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any material changes to such informationpreviously provided information or to the business operations of the Trustee Bank, provide to the DepositorDiscover Funding LLC, in writingwriting (with a copy to Moody’s in the case of clause (C) below), such updated information, and such other information as may be reasonably requested for purposes of satisfying Exchange Act reporting obligations of the Note Issuance Trust. Such information shall include, at a minimum: (aA) the Owner TrusteeTrustee Bank’s name and form of organization; (bB) a description of the extent to which the Owner Trustee Bank has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivablescredit card receivables; (cC) a description of any affiliation between the Owner Trustee Bank and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee Bank by the Depositor Discover Funding LLC in writing at least three Business Days in advance of such Securitization Transaction: (i1) the sponsor; (ii2) any depositor; (iii3) the issuing entity; (iv4) any servicer; (v5) any trustee; (vi6) any originator; (vii7) any significant obligor; (viii) 8) any enhancement or support provider, including any swap or cap counterparty; (ix9) any the asset representations reviewer; and (x10) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Trustee Bank and any of the above specified parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from such Securitization Transaction, the asset-backed securities transaction, Agreement and any of the Transaction Documents that currently exists or that existed during the past two years years, and that is material to an investor’s understanding of the asset-backed securities. With respect to the information required to be provided under this Section 13.03, the Trustee Bank shall not be required to provide such information in the event that there has been no change to the information previously provided by the Trustee Bank to Discover Funding LLC but shall at Discover Funding LLC’s request confirm that there has been no change. In connection with each Report on Form 10-K with respect to the Notes and each Report on Form 10-D with respect to the Notes filed by or on behalf of Discover Funding LLC, the Trustee Bank shall be deemed to represent and warrant, as of the date that is fifteen (15) days prior to the Note Issuance Trust’s Annual Report Date of each calendar year or Transition Report Date, as applicable, for the Report on Form 10-K and as of the related Payment Date for each Report on Form 10-D, that any information previously provided by the Trustee Bank under this Article XIII is materially correct and does not have any material omissions unless the Trustee Bank has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositoreach month, provide to the DepositorDiscover Bank, in writing, such information regarding the Owner Trustee Bank as is requested for the purpose of compliance with Item 1117 of Regulation AB, including but not limited to a letter addressed to Discover Bank in substantially the form (with appropriate insertions) of Exhibit C hereto, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any changes to such information, provide to the DepositorDiscover Bank, in writing, such updated information necessary for compliance with Item 1117 of Regulation AB. information. (b) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly Securitization Transaction which requires a prospectus, prospectus supplement, offering memorandum or annual reportrelated documents, provide to the Depositor Discover Bank such information regarding the Owner Trustee Bank as is requested and within the timeframe as is reasonably requested for the purpose purposes of compliance with Items 1109(a), 1109(b) ), 1117 and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any material changes to such informationpreviously provided information or to the business operations of the Trustee Bank, provide to the DepositorDiscover Bank, in writing, such updated information, and such other information as may be reasonably requested for purposes of satisfying Exchange Act reporting obligations of the Trust. Such information shall include, at a minimum: (aA) the Owner TrusteeTrustee Bank’s name and form of organization; (bB) a description of the extent to which the Owner Trustee Bank has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivablescredit card receivables; (cC) a description of any affiliation between the Owner Trustee Bank and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee Bank by the Depositor Discover Bank in writing within at least three Business Days in advance of such Securitization Transaction: (i1) the sponsor; (ii2) any depositor; (iii3) the issuing entity; (iv4) any servicer; (v5) any trustee; (vi6) any originator; (vii7) any significant obligor; (viii) 8) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (x9) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Trustee Bank and any of the above specified parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from such Securitization Transaction, the asset-backed securities transaction, Agreement and any of the Transaction Documents that currently exists or that existed during the past two years years, and that is material to an investor’s understanding of the asset-backed securities. With respect to the information required to be provided under this Section 13.03, the Trustee Bank shall not be required to provide such information in the event that there has been no change to the information previously provided by the Trustee Bank to Discover Bank but shall at Discover Bank’s request confirm that there has been no change. In connection with each Report on Form 10-K with respect to the Notes and each Report on Form 10-D with respect to the Notes filed by or on behalf of Discover Bank, the Trustee Bank shall be deemed to represent and warrant, as of February 13th for the Report on Form 10-K and as of the related Payment Date for the Report on Form 10-D, that any information previously provided by the Trustee Bank under this Article XIII is materially correct and does not have any material omissions unless the Trustee Bank has provided an update to such information.

Information to Be Provided by the Owner Trustee. (a) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositoreach month, provide to the DepositorDiscover Funding LLC, in writing, such information regarding the Owner Trustee Bank as is requested for the purpose of compliance with Item 1117 of Regulation AB, including but not limited to a letter addressed to Discover Funding LLC in substantially the form (with appropriate insertions) of Exhibit B hereto, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any changes to such information, provide to the DepositorDiscover Funding LLC, in writing, such updated information necessary for compliance with Item 1117 of Regulation AB. information. (b) The Owner Trustee Bank shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly Securitization Transaction which requires a prospectus, prospectus supplement, offering memorandum or annual reportrelated documents, provide to the Depositor Discover Funding LLC such information regarding the Owner Trustee Bank as is requested and within the timeframe as is reasonably requested for the purpose purposes of compliance with Items 1109(a1109(a)(1), 1109(b) 1109(a)(2), 1117 and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee Bank of any material changes to such informationpreviously provided information or to the business operations of the Trustee Bank, provide to the DepositorDiscover Funding LLC, in writingwriting (with a copy to Moody’s in the case of clause (C) below), such updated information, and such other information as may be reasonably requested for purposes of satisfying Exchange Act reporting obligations of the Note Issuance Trust. Such information shall include, at a minimum: (aA) the Owner TrusteeTrustee Bank’s name and form of organization; (bB) a description of the extent to which the Owner Trustee Bank has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivablescredit card receivables; (cC) a description of any affiliation between the Owner Trustee Bank and any of the following parties to a Securitization Transaction, as such parties are identified by name to the Owner Trustee Bank by the Depositor Discover Funding LLC in writing at least three Business Days in advance of such Securitization Transaction: (i1) the sponsor; (ii2) any depositor; (iii3) the issuing entity; (iv4) any servicer; (v5) any trustee; (vi6) any originator; (vii7) any significant obligor; (viii) 8) any enhancement or support provider, including any swap or cap counterparty; (ix9) any the asset representations reviewer; and (x10) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding between the Trustee Bank and any of the above specified parties that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from such Securitization Transaction, the asset-backed securities transaction, Agreement and any of the Transaction Documents that currently exists or that existed during the past two years years, and that is material to an investor’s understanding of the asset-backed securities. With respect to the information required to be provided under this Section 13.03, the Trustee Bank shall not be required to provide such information in the event that there has been no change to the information previously provided by the Trustee Bank to Discover Funding LLC but shall at Discover Funding LLC’s request confirm that there has been no change. In connection with each Report on Form 10-K with respect to the Notes and each Report on Form 10-D with respect to the Notes filed by or on behalf of Discover Funding LLC, the Trustee Bank shall be deemed to represent and warrant, as of the date that is fifteen (15) days prior to the Note Issuance Trust’s Annual Report Date of each calendar year or Transition Report Date, as applicable, for the Report on Form 10-K and as of the related Payment Date for each Report on Form 10-D, that any information previously provided by the Trustee Bank under this Article XIII is materially correct and does not have any material omissions unless the Trustee Bank has provided an update to such information. THIS CERTIFICATE MAY NOT BE TRANSFERRED, ASSIGNED, EXCHANGED OR OTHERWISE PLEDGED OR CONVEYED EXCEPT IN COMPLIANCE WITH THE TERMS OF THE TRUST AGREEMENT REFERRED TO BELOW. IN ADDITION, THE BENEFICIAL INTEREST IN THE NOTE ISSUANCE TRUST REPRESENTED BY THIS CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”) OR ANY STATE SECURITIES LAWS AND MAY NOT BE DIRECTLY OR INDIRECTLY OFFERED OR SOLD OR OTHERWISE DISPOSED OF BY THE HOLDER HEREOF UNLESS SUCH TRANSACTION IS EXEMPT FROM REGISTRATION UNDER THE SECURITIES ACT, THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED AND APPLICABLE STATE SECURITIES LAWS. DISCOVER CARD EXECUTION NOTE TRUST TRUST CERTIFICATE (This Certificate does not represent an interest in or obligation of Discover Bank, Discover Funding LLC or any of its affiliates, except to the extent described below.) THIS CERTIFIES THAT Discover Funding LLC is the registered beneficial owner of one hundred percent (100%) of the beneficial interest in Discover Card Execution Note Trust (the “Note Issuance Trust”), a Delaware statutory trust. The Note Issuance Trust was created and exists pursuant to (i) the filing of the Certificate of Trust with the Secretary of State of the State of Delaware and (ii) the Trust Agreement for the Discover Card Execution Note Trust, dated as of July 2, 2007, between Discover Bank, as Beneficiary, and Wilmington Trust Company, as owner trustee (the “Owner Trustee”) as amended and restated as of December 22, 2015, between Discover Funding LLC and the Owner Trustee (as amended and restated the “Trust Agreement”). To the extent not otherwise defined herein, the capitalized terms used herein have the meanings assigned to them in the Trust Agreement as specified in Section 1.01. This Certificate is the duly authorized Certificate evidencing a beneficial interest in the Note Issuance Trust (herein called the “Certificate”). This Certificate is issued under and is subject to the terms, provisions and conditions of the Trust Agreement, to which Trust Agreement the Beneficiary by virtue of the acceptance hereof assents and by which the Beneficiary is bound. Notwithstanding any prior termination of the Trust Agreement, the Beneficiary, by its acceptance of this Certificate, covenants and agrees that, to the fullest extent permitted by applicable law, it shall not at any time with respect to the Note Issuance Trust or any applicable Master Trust, acquiesce, petition or otherwise invoke or cause the Note Issuance Trust or any applicable Master Trust to invoke the process of any court or government authority for the purpose of commencing or sustaining a case against the Note Issuance Trust or any applicable Master Trust under any Federal or state bankruptcy, insolvency or similar law or appointing a receiver, conservator, liquidator, assignee, trustee, custodian, sequestrator or other similar official of the Note Issuance Trust or any applicable Master Trust or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Note Issuance Trust or any applicable Master Trust. Unless the certificate of authentication hereon shall have been executed by an authorized officer of the Owner Trustee, by manual signature, this Certificate shall not entitle the Holder hereof to any benefit under the Trust Agreement or any Transaction Document or be valid for any purpose. THIS CERTIFICATE AND THE TRUST AGREEMENT WILL IN ALL RESPECTS BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF DELAWARE, WITHOUT REGARD TO ANY CONFLICT-OF-LAW PROVISIONS AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE BENEFICIARY SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. IN WITNESS WHEREOF, the Owner Trustee, on behalf of the Note Issuance Trust and not in its individual capacity pursuant to the Trust Agreement, has caused this Certificate to be issued by the Note Issuance Trust as of the date hereof. DISCOVER CARD EXECUTION NOTE TRUST By: Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee By: Name: Title: Date: , Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee or Wilmington Trust Company, not in its individual capacity but solely as Owner Trustee By:_ Authenticating Agent Authorized Signatory Authorized Signatory Registered Owner and address: Discover Funding LLC 12 Read’s Way New Castle, Delaware 19720 Tax Identification Number: 00-0000000 The undersigned, a [ ] of Wilmington Trust Company (the “Trustee Bank”), a banking corporation organized under the laws of the Delaware, DOES HEREBY CERTIFY as follows: To my knowledge, during the calendar month preceding the calendar month of the date hereof, except as set forth on Exhibit A hereto,] no legal proceeding (including proceedings of governmental authorities) against the Trustee Bank or against the property of the Trustee Bank that is material to security holders of any series of Notes issued by Discover Card Execution Note Trust, was initiated, terminated or experienced any developments that are material to such security holders.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.

Information to Be Provided by the Owner Trustee. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor, provide to the Depositor, in writing, such information regarding the Owner Trustee as is requested for the purpose of compliance with Item 1117 of Regulation AB, and (ii) pursuant to Section 7.09 hereof as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information necessary for compliance with Item 1117 of Regulation AB. The Owner Trustee shall (i) on or before the fifth Business Day following a written request of the Depositor in connection with the preparation of any required quarterly or annual report, provide to the Depositor such information regarding the Owner Trustee as is requested for the purpose of compliance with Items 1109(a), 1109(b) and 1119 of Regulation AB, and (ii) as promptly as practicable following notice to or discovery by the Owner Trustee of any changes to such information, provide to the Depositor, in writing, updated information. Such information shall include, at a minimum: (a) the Owner Trustee’s name and form of organization; (b) a description of the extent to which the Owner Trustee has had prior experience serving as a trustee for asset-backed securities transactions involving receivables of the same type as the Receivables; (c) a description of any affiliation between the Owner Trustee and any of the following parties to a Securitization Transaction, as such parties are identified to the Owner Trustee by the Depositor in writing in advance of such Securitization Transaction: (i) the sponsor; (ii) any depositor; (iii) the issuing entity; (iv) any servicer; (v) any trustee; (vi) any originator; (vii) any significant obligor; (viii) any enhancement or support provider, including any swap or cap counterparty; (ix) any asset representations reviewer; and (xix) any other material transaction party. In connection with the above-listed parties, a description of whether there is, and if so the general character of, any business relationship, agreement, arrangement, transaction or understanding that is entered into outside the ordinary course of business or is on terms other than would be obtained in an arm’s length transaction with an unrelated third party, apart from the asset-backed securities transaction, that currently exists or that existed during the past two years and that is material to an investor’s understanding of the asset-backed securities.. * * * * * *