Common use of Keeping of Records and Books of Account; Delivery; Location of Records Clause in Contracts

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Related Assets and the Service Charge Receivables in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, and other information necessary or advisable for the collection of all Pool Receivables, and Related Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, all Collections relating to each Pool Receivable and adjustments to each existing Pool Receivable received, made or otherwise processed on that day, and (ii) the portion of the amounts received from each Obligor that constitute Collections on the related Pool Receivables and the portion that relates to Collections in respect of Service Charge Receivables in order to effect the priority of payments set forth in the related Contracts). In addition, it shall keep its physical Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 of the Sale Agreement or at such other address(es) as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the Administrative Agent, at such other locations in jurisdictions where all action required by Section 8.05 hereof shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Receivables and Related Assets and the Service Charge Receivables relating to each Receivable Pool in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, records and other information necessary or advisable for the collection of all Pool Receivables, Receivables and Related Assets relating to each Receivable Pool (including records adequate to permit the daily identification of (i) each new Pool Receivable, Receivable relating to each Receivable Pool and all Collections relating to each Receivable Pool Receivable of and adjustments to each existing Pool Receivable received, made or otherwise processed on that day, ) and (ii) the portion of the amounts Collections received from each Obligor that constitute represents Collections on the related Pool Receivables of an ISC Receivable from such Obligor and the portion that relates to Collections in respect of Service Charge Receivables in order to effect the priority of payments set forth in the related Contracts)an SCC Receivable from such Obligor. In addition, it shall keep its physical principal place of business and chief executive office, and the offices where it keeps the Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 1 of the Sale Agreement or at such other address(es) as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the each Administrative Agent and each Purchaser Agent, at such other locations in jurisdictions where all action required by Section 8.05 8.5 hereof shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Related Assets and the Service Charge Receivables in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, and other information necessary or advisable for the collection of all Pool Receivables, and Related Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, Receivable and all Collections relating to each the Receivable Pool Receivable of and adjustments to each existing Pool Receivable received, made made, or otherwise processed on that day, and (ii) the portion of the amounts Collections received from each Obligor that constitute represents Collections on the related of Pool Receivables from such Obligor and the portion that relates to Collections in respect collections of Service Charge Receivables from such Obligor in order to effect the priority of payments set forth in the related Contracts). In addition, it shall keep its physical Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 of the Sale Agreement or at such other address(es) as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the SK 28677 0004 8417431 v39 Administrative Agent, at such other locations in jurisdictions where all action required by Section 8.05 8.5 hereof shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Receivables and Related Assets and the Service Charge Receivables in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, records and other information necessary or advisable for the collection of all Pool Receivables, Receivables and Related Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, Receivable and all Collections relating to each Pool Receivable of and adjustments to each existing Pool Receivable received, made or otherwise processed on that day). Upon the request of Agent or any Purchaser Agent, deliver the originals of all Contracts to Agent, together with electronic and other files applicable thereto, and (ii) the portion of the amounts received from each Obligor that constitute Collections on other Records necessary to enforce the related Pool Receivables and Receivable against the portion that relates to Collections in respect of Service Charge Receivables in order to effect the priority of payments set forth in the related Contracts)Obligor thereof. In addition, it Servicer shall keep its physical principal place of business and chief executive office, and the offices where it keeps the Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any all original documents relating thereto), if any, at the address(es) of Servicer referred to in Annex 2 1 of the Sale Agreement or at such other address(es) of Servicer as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the Administrative each Purchaser Agent, at such other locations in jurisdictions where all action required by Section 8.05 8.5 hereof shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Related Receivable Assets and the Service Charge Receivables in the event of the destruction of the originals SK 28677 0004 8422003 v14 thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, records and other information necessary or advisable for the collection of all Pool Receivables, and Related Receivable Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, Transferred Receivable and all Collections relating to each Pool Receivable of and adjustments to each existing Pool Transferred Receivable received, made or otherwise processed on that day, and (ii) the portion of the amounts received from each Obligor that constitute Collections on the related Pool Transferred Receivables from such Obligor and the portion that relates to Collections in respect collections of Service Charge Receivables from such Obligor in order to effect the priority of payments set forth in the related Contracts). In addition, it shall keep its physical Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 of the Sale Agreement hereto or at such other address(es) as set forth in the Sale Agreement herein or, upon thirty (30) days’ prior written notice to the Collateral Agent and the Administrative Agent, at such other locations in jurisdictions where all action required by Section 8.05 hereof 8.5 of the Receivables Purchase Agreement shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Related Assets and the Service Charge Receivables in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, and other information necessary or advisable for the collection of all Pool Receivables, and Related Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, Receivable and all Collections relating to each the Receivable Pool Receivable of and adjustments to each existing Pool Receivable received, made made, or otherwise processed on that day, and (ii) the portion of the amounts Collections received from each Obligor that constitute represents Collections on the related of Pool Receivables from such Obligor and the portion that relates to Collections in respect collections of Service Charge Receivables from such Obligor in order to effect the priority of payments set forth in the related Contracts). In addition, it shall keep its physical Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 of the Sale Agreement or at such other address(es) as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the Administrative Agent, at such other locations in jurisdictions where all action required by Section 8.05 8.5 hereof shall have been taken and completed.

Keeping of Records and Books of Account; Delivery; Location of Records. Maintain and implement, or cause to be maintained and implemented, administrative and operating procedures (including an ability to recreate records evidencing the Pool Receivables, the Related Assets and the Service Charge Receivables in the event of the destruction of the originals thereof, backing up on at least a daily basis on a separate backup computer from which electronic file copies can be readily produced and distributed to third parties being agreed to suffice for this purpose), and keep and maintain, or cause to be kept and maintained, all documents, books, records, and other information necessary or advisable for the collection of all Pool Receivables, and Related Assets (including records adequate to permit the daily identification of (i) each new Pool Receivable, Receivable and all Collections relating to each the Receivable Pool Receivable of and adjustments to each existing Pool Receivable received, made made, or otherwise processed on that day, and (ii) the portion of the amounts Collections received from each Obligor that constitute represents Collections on the related of Pool Receivables from such Obligor and the portion that relates to Collections in respect collections of Service Charge Receivables from such Obligor in order to effect the priority of payments set forth in the related Contracts). In addition, it shall keep its physical Records (to the extent not electronically available) and tangible chattel paper or other physical collateral (and any original documents relating thereto), if any, at the address(es) referred to in Annex 2 of the Sale Agreement or at such other address(es) as set forth in the Sale Agreement or, upon thirty (30) days’ prior written notice to the Collateral Agent and the Administrative Agent, at such other locations in jurisdictions where all action required by Section 8.05 hereof shall have been taken and completed.51 SK 28677 0004 8494650 v1726