Information to be Provided. The Asset Representations Reviewer shall, within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer information regarding the Asset Representations Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the Servicer, in writing, notice of such material changes. Such information shall include: (i) the Asset Representations Reviewer’s name and form of organization; (ii) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables; (iii) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller no later than the end of the relevant calendar quarter: (1) the sponsor; (2) any depositor; (3) the issuer; (4) any servicer; (5) any trustee; (6) any originator; (7) any significant obligor; (8) any enhancement or support provider; (9) any underwriter; (10) any person hired by the Seller or the Servicer or an underwriter to perform due diligence on the Receivables; and (11) any other material transaction party. 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 Citibank, as the depositor, the Asset Representations Reviewer shall be deemed to represent and warrant with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-K, (B) as of the related Payment Date for each Report on Form 10-D, and (C) in connection with any sale of Notes, as of the Execution Time and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such sale of Notes), that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 2 contracts
Samples: Asset Representations Review Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Asset Representations Review Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust)
Information to be Provided. The Asset Representations Reviewer shall, within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Sponsor information regarding the Asset Representations Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerSponsor, in writing, notice of such material changes. Such information shall include:
(i) the Asset Representations Reviewer’s name and form of organization;
(ii) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iii) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller Sponsor no later than the end of the relevant calendar quarter:
(1) the sponsorSponsor;
(2) any depositorthe Depositor;
(3) the issuerIssuing Entity;
(4) any servicerthe Servicer;
(5) any trusteethe Indenture Trustee;
(6) any originatorthe Owner Trustee;
(7) any significant obligor;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer Sponsor or an underwriter to perform due diligence on the Receivables; and
(11) 8) any other material transaction party. 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 Citibank, as the depositorDepositor, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuing Entity’s Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, D and (C) in connection with any sale the Time of Notes, as of the Execution Time Sale and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such applicable Underwriting Agreement) in connection with any sale of NotesNotes with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 2 contracts
Samples: Asset Representations Review Agreement (Chase Bank Usa, National Association), Asset Representations Review Agreement (Chase Bank Usa, National Association)
Information to be Provided. (i) The Asset Representations Reviewer shall, shall (A) within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Transferor such information regarding the Asset Representations Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB, and (B) upon five Business Days’ prior request from the Transferor, enter into an Indemnification Agreement in substantially the form of Exhibit A hereto. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerTransferor, in writing, notice of such material changes. Such information shall include:
(iA) the Asset Representations Reviewer’s name and form of organization;
(iiB) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iiiC) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller Transferor no later than the end of the relevant calendar quarter:;
(1) the sponsor;
(2) any depositor;
(3) the issuerissuing entity;
(4) any servicer;
(5) any trustee;
(6) any originator;
(7) any significant obligor;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer First National Bank of Omaha or an underwriter to perform due diligence on the Receivables; and
(11) any other material transaction party. .
(ii) 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 Citibank, as the depositorTransferor, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) calendar days prior to the Issuer’s filing date of each calendar year for the Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, and (C) in connection D with any sale respect to the information most recently provided by the Asset Representations Reviewer for the purposes of Notes, as of the Execution Time and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such sale of Notes)compliance with Item 1117, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 2 contracts
Samples: Asset Representations Review Agreement (First National Funding LLC), Asset Representations Review Agreement (First National Funding LLC)
Information to be Provided. (i) The Asset Representations Reviewer shall, shall (a) within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Discover Funding LLC such information regarding the Asset Representations Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB, and (b) upon five (5) Business Days prior request from Discover Bank, enter into an Indemnification Agreement in substantially the form of Exhibit A hereto. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerDiscover Funding LLC, in writing, notice of such material changes. Such information shall include:
(iA) the Asset Representations Reviewer’s name and form of organization;
(iiB) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iiiC) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller Discover Funding no later than the end of the relevant calendar quarter:
(1) the sponsor;
(2) any depositor;
(3) the issuerissuing entity;
(4) any servicer;
(5) any trustee;
(6) any originator;
(7) any significant obligor;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer Discover Bank or an underwriter to perform due diligence on the Receivables; and
(11) any other material transaction party. 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 Citibank, as the depositorDiscover Funding LLC, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) days prior to the Issuer’s Annual Report Date of each calendar year for the Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, and (C) in connection D with any sale respect to the information most recently provided by the Asset Representations Reviewer for the purposes of Notes, as of the Execution Time and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such sale of Notes)compliance with Item 1117, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 1 contract
Samples: Asset Representations Review Agreement (Discover Card Master Trust I)
Information to be Provided. The Asset Representations Reviewer shall, within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Sponsor information regarding the Asset Representations Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerSponsor, in writing, notice of such material changes. Such information shall include:
(i) the Asset Representations Reviewer’s name and form of organization;
(ii) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iii) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller Sponsor no later than the end of the relevant calendar quarter:
(1) the sponsorSponsor;
(2) any depositorthe Depositor;
(3) the issuerIssuing Entity;
(4) any servicerthe Servicer;
(5) any trusteethe Indenture Trustee;
(6) any originatorthe Owner Trustee;
(7) any significant obligorunderwriter;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer Sponsor or an underwriter to perform due diligence on the Receivables; and
(119) any other material transaction party. 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 Citibank, as the depositorDepositor, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuing Entity’s Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, D and (C) in connection with any sale the Time of Notes, as of the Execution Time Sale and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such applicable Underwriting Agreement) in connection with any sale of NotesNotes with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 1 contract
Samples: Asset Representations Review Agreement (Chase Issuance Trust)
Information to be Provided. (i) The Asset Representations Reviewer shallshall (a) if any legal proceeding has been identified by the Asset Representations Reviewer as reportable under Item 1117 of Regulation AB, within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Transferor such information regarding the Asset Representations Representation Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB, and (b) upon five (5) Business Days prior request from the Transferor in connection with issuance of notes by the Issuer, enter into an Indemnification Agreement in substantially the form of Exhibit A hereto. In connection with each such request, the Transferor shall identify by name the parties set forth in subsection 4.2(f)(i)(C) below. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the information most recently provided information by it pursuant to this subsection 4.2(f) or otherwise for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerTransferor, in writing, notice of such material changes. Such information shall include:
(iA) the Asset Representations Reviewer’s 's name and form of organization;
(iiB) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iiiC) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer in connection with the most recent request by the Seller no later than the end of the relevant calendar quarter:Transferor pursuant to subsection 4.2(f)(i);
(1) the sponsor;
(2) any depositor;
(3) the issuerissuing entity;
(4) any servicer;
(5) any trustee;
(6) any originator;
(7) any significant obligor;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer Comenity Bank or an underwriter to perform due diligence on the Receivables; and
(11) any other material transaction party. .
(ii) 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 Citibank, as the depositorTransferor, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) days prior to the Issuer's Annual Report Date of each calendar year for the Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, and (C) in connection D with any sale respect to the information most recently provided by the Asset Representations Reviewer for the purposes of Notes, as of the Execution Time and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such sale of Notes)compliance with Item 1117, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 1 contract
Samples: Asset Representations Review Agreement (World Financial Network Credit Card Master Note Trust)
Information to be Provided. (i) The Asset Representations Reviewer shall, shall (a) within 30 calendar days after the end of each calendar quarter, provide to the Seller and the Servicer Transferor such information regarding the Asset Representations Representation Reviewer for purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB, and (b) upon five (5) Business Days prior request from The Transferor, enter into an Indemnification Agreement in substantially the form of Exhibit A hereto. As promptly as practicable following notice to or discovery by the Asset Representations Reviewer of any material changes to the most recently provided information for purposes of compliance with Items 1117, 1109(b) or 1119 of Regulation AB, the Asset Representations Reviewer shall provide to the Seller and the ServicerTransferor, in writing, notice of such material changes. Such information shall include:
(iA) the Asset Representations Reviewer’s name and form of organization;
(iiB) a description of the extent to which the Asset Representations Reviewer has had prior experience serving as an asset representations reviewer for asset-backed securities transactions involving credit card receivables;
(iiiC) a description of any affiliation between the Asset Representations Reviewer and any of the following parties to a securitization transaction, as such parties are identified by name to the Asset Representations Reviewer by the Seller Transferor no later than the end of the relevant calendar quarter:;
(1) the sponsor;
(2) any depositor;
(3) the issuerissuing entity;
(4) any servicer;
(5) any trustee;
(6) any originator;
(7) any significant obligor;
(8) any enhancement or support provider;
(9) any underwriter;
(10) any person hired by the Seller or the Servicer Comenity Bank or an underwriter to perform due diligence on the Receivables; and
(11) any other material transaction party. .
(ii) 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 Citibank, as the depositorTransferor, the Asset Representations Reviewer shall be deemed to represent and warrant warrant, as of the date that is fifteen (15) days prior to the Issuer’s Annual Report Date of each calendar year for the Report on Form 10-K with respect to the information most recently provided by the Asset Representations Reviewer for the purposes of compliance with Items 1109(b), 1117 and 1119 of Regulation AB (A) as of the date that is fifteen (15) days prior to the filing date of each calendar year for the Issuer’s Report on Form 10-KAB, (B) and as of the related Payment Date for each Report on Form 10-D, and (C) in connection D with any sale respect to the information most recently provided by the Asset Representations Reviewer for the purposes of Notes, as of the Execution Time and Closing Date (as such terms are respectively defined in the underwriting agreement relating to such sale of Notes)compliance with Item 1117, that such information is materially correct and does not have any material omissions, unless the Asset Representations Reviewer has provided an update to such information.
Appears in 1 contract
Samples: Asset Representations Review Agreement (World Financial Network Credit Card Master Trust)