Common use of Other Matters Relating to the Servicer Clause in Contracts

Other Matters Relating to the Servicer. Section 6.01 Liability of the Servicer 29 Section 6.02 Limitation on Liability of the Servicer and Others 29 Section 6.03 Servicer Indemnification of the Company and the Administrative Agent 29 Section 6.04 Resignation of the Servicer 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 Section 6.06 Delegation of Duties 31 ARTICLE VII SERVICER DEFAULTS Section 7.01 Servicer Defaults 31 Section 7.02 Appointment of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Section 8.01 Amendment 35 Section 8.02 Termination of Agreement 35 Section 8.03 GOVERNING LAW 35 Section 8.04 Notices 35 Section 8.05 Setoff 36 Section 8.06 Severability of Provisions 36 Section 8.07 Further Assurances 36 Section 8.08 No Waiver; Cumulative Remedies 36 Section 8.09 Counterparts 36 Section 8.10 Third-Party Beneficiaries 36 Section 8.11 Merger and Integration 37 Section 8.12 Headings 37 Section 8.13 Consent to Jurisdiction and Service of Process 37 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Form of Servicing Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Form of Annual Officer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS SERVICING AGREEMENT, dated as of August 20, 2010 among BLUESTEM BRANDS, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA (“GS Bank”), as Administrative Agent (in such capacity, “Administrative Agent”) and as Collateral Agent (in such capacity, “Collateral Agent”).

Appears in 2 contracts

Samples: Servicing Agreement (Bluestem Brands, Inc.), Servicing Agreement (Bluestem Brands, Inc.)

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Other Matters Relating to the Servicer. Section 6.01 5.01 Liability of the Servicer 29 28 Section 6.02 5.02 Limitation on Liability of the Servicer and Others 29 Section 6.03 5.03 Servicer Indemnification of the Company and the Administrative Agent Not to Resign 29 Section 6.04 Resignation 5.04 Waiver of the Servicer Defaults 29 ARTICLE VI ADDITIONAL OBLIGATION OF THE SERVICER WITH RESPECT TO THE TRUSTEE Section 6.01 Successor Trustee 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 6.02 Tax Returns 30 Section 6.06 Delegation 6.03 Final Payment with Respect to Any Series 30 Section 6.04 Optional Purchase of Duties 31 Receivables Trust Estate 30 ARTICLE VII SERVICER DEFAULTS Section 7.01 Servicer Defaults 31 Section 7.02 Appointment of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Section 8.01 7.01 Amendment 35 31 TABLE OF CONTENTS Page Section 8.02 Termination 7.02 Protection of Agreement 35 Right, Title and Interest to Receivables and Related Security 33 Section 8.03 GOVERNING LAW 35 7.03 Governing Law 33 Section 8.04 7.04 Notices 35 34 Section 8.05 Setoff 36 Section 8.06 7.05 Severability of Provisions 36 34 Section 8.07 7.06 Delegation 34 Section 7.07 Waiver of Trial by Jury 34 Section 7.08 Further Assurances 36 34 Section 8.08 7.09 No Waiver; Cumulative Remedies 36 34 Section 8.09 7.10 Counterparts 36 35 Section 8.10 7.11 Third-Party Beneficiaries 36 35 Section 8.11 7.12 Actions by Noteholders 35 Section 7.13 Rule 144A Information 35 Section 7.14 Merger and Integration 37 35 Section 8.12 7.15 Headings 37 35 Section 8.13 Consent to Jurisdiction and Service 7.16 Rights of Process 37 the Trustee 35 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 7.17 Sales Tax Proceeds 36 Section 7.18 Limitation of Liability 36 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A Form of Servicing Monthly Servicer Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Exhibit B Form of Annual OfficerServicer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS TABLE OF CONTENTS Page SCHEDULES Schedule 2.10(i) Litigation iv SERVICING AGREEMENT, AGREEMENT dated as of August December 20, 2010 2017 (the “Agreement”) by and among BLUESTEM BRANDSCONN’S RECEIVABLES FUNDING 2017-B, LLC, a Delaware limited liability company, as issuer (the “Issuer”), CONN’S RECEIVABLES 2017-B TRUST, a Delaware statutory trust, as receivables trust (the “Receivables Trust”), CONN APPLIANCES, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA Texas corporation (“GS BankConn Appliances”), as Administrative Agent initial Servicer, and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (defined below) (in such capacity, “Administrative Agent”) together with its successors and as Collateral Agent (assigns in such capacity, the Collateral AgentTrustee”).

Appears in 2 contracts

Samples: Servicing Agreement (Conns Inc), Servicing Agreement (Conns Inc)

Other Matters Relating to the Servicer. Section 6.01 5.01 Liability of the Servicer 29 27 Section 6.02 5.02 Limitation on Liability of the Servicer and Others 27 Section 5.03 Servicer Not to Resign 28 TABLE OF CONTENTS Page Section 5.04 Waiver of Defaults 28 ARTICLE VI ADDITIONAL OBLIGATION OF THE SERVICER WITH RESPECT TO THE TRUSTEE Section 6.01 Successor Trustee 28 Section 6.02 Tax Returns 29 Section 6.03 Servicer Indemnification of the Company and the Administrative Agent Final Payment with Respect to Any Series 29 Section 6.04 Resignation Optional Purchase of the Servicer 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 Section 6.06 Delegation of Duties 31 Trust Estate 29 ARTICLE VII SERVICER DEFAULTS Section 7.01 Servicer Defaults 31 Section 7.02 Appointment of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Section 8.01 7.01 Amendment 35 30 Section 8.02 Termination 7.02 Protection of Agreement 35 Right, Title and Interest to Receivables and Related Security 31 Section 8.03 GOVERNING LAW 35 7.03 Governing Law 32 Section 8.04 7.04 Notices 35 32 Section 8.05 Setoff 36 Section 8.06 7.05 Severability of Provisions 36 33 Section 8.07 7.06 Delegation 33 Section 7.07 Waiver of Trial by Jury 33 Section 7.08 Further Assurances 36 33 Section 8.08 7.09 No Waiver; Cumulative Remedies 36 33 Section 8.09 7.10 Counterparts 36 33 Section 8.10 7.11 Third-Party Beneficiaries 36 34 Section 8.11 7.12 Actions by Noteholders 34 Section 7.13 Rule 144A Information 34 Section 7.14 Merger and Integration 37 34 Section 8.12 7.15 Headings 37 34 Section 8.13 Consent to Jurisdiction and Service 7.16 Rights of Process 37 the Trustee 34 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 7.17 Sales Tax Proceeds 35 Section 7.18 Limitation of Liability 35 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A Form of Servicing Monthly Servicer Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Exhibit B Form of Annual OfficerServicer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS SCHEDULES Schedule 2.10(i) Litigation SERVICING AGREEMENT, AGREEMENT dated as of August 20November 23, 2010 2021 (the “Agreement”) by and among BLUESTEM BRANDSCONN’S RECEIVABLES FUNDING 2021-A, LLC, a Delaware limited liability company, as issuer (the “Issuer”), CONN’S RECEIVABLES 2021-A TRUST, a Delaware statutory trust, as receivables trust (the “Receivables Trust”), CONN APPLIANCES, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA Texas corporation (“GS BankConn Appliances”), as Administrative Agent initial Servicer, and WXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (defined below) (in such capacity, “Administrative Agent”) together with its successors and as Collateral Agent (assigns in such capacity, the Collateral AgentTrustee”).

Appears in 1 contract

Samples: Servicing Agreement (Conns Inc)

Other Matters Relating to the Servicer. 23 Section 6.01 5.01 Liability of the Servicer 29 23 Section 6.02 5.02 Limitation on Liability of the Servicer and Others 29 23 Section 5.03 Servicer Not to Resign 23 Section 5.04 Waiver of Defaults 24 ARTICLE VI ADDITIONAL OBLIGATION OF THE SERVICER WITH RESPECT TO THE INDENTURE TRUSTEE 24 Section 6.01 Successor Indenture Trustee 24 Section 6.02 Tax Returns 24 Section 6.03 Servicer Indemnification of Final Payment with Respect to the Company and the Administrative Agent 29 Notes 25 Section 6.04 Resignation Optional Purchase of the Servicer 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 Section 6.06 Delegation of Duties 31 Trust Estate 25 ARTICLE VII SERVICER DEFAULTS MISCELLANEOUS PROVISIONS 25 Section 7.01 Servicer Defaults 31 Amendment 25 Section 7.02 Appointment Protection of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Right, Title and Interest to Receivables and Related Security 26 Section 8.01 Amendment 35 7.03 Governing Law 27 Section 8.02 Termination of Agreement 35 7.04 Notices 27 Section 8.03 GOVERNING LAW 35 Section 8.04 Notices 35 Section 8.05 Setoff 36 Section 8.06 7.05 Severability of Provisions 36 28 Section 8.07 7.06 Delegation 28 Annex B TABLE OF CONTENTS Page Section 7.07 Waiver of Trial by Jury 28 Section 7.08 Further Assurances 36 28 Section 8.08 7.09 No Waiver; Cumulative Remedies 36 28 Section 8.09 7.10 Counterparts 36 28 Section 8.10 7.11 Third-Party Beneficiaries 36 29 Section 8.11 7.12 Actions by Noteholders 29 Section 7.13 Rule 144A Information 29 Section 7.14 Merger and Integration 37 29 Section 8.12 7.15 Headings 37 29 Section 8.13 Consent to Jurisdiction and Service 7.16 Rights of Process 37 the Indenture Trustee 29 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 7.17 Sales Tax Proceeds 30 Section 7.18 Limitation of Liability 30 Section 7.19 Effectiveness of Agreement 30 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A Form of Servicing Monthly Servicer Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Exhibit B Form of Annual OfficerServicer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS SCHEDULES Schedule I Litigation Schedule II Definitions Annex B SERVICING AGREEMENT, AGREEMENT dated as of August 20February 24, 2010 2017 (the “Agreement”) by and among BLUESTEM BRANDSCONN’S RECEIVABLES WAREHOUSE, LLC, a Delaware limited liability company, as issuer (the “Issuer”), CONN’S RECEIVABLES WAREHOUSE TRUST, a Delaware statutory trust, as receivables trust (the “Receivables Trust”), CONN APPLIANCES, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA Texas corporation (“GS BankConn Appliances”), as Administrative Agent initial Servicer, and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (defined below) (in such capacity, “Administrative Agent”) together with its successors and as Collateral Agent (assigns in such capacity, the Collateral AgentIndenture Trustee”).

Appears in 1 contract

Samples: Note Purchase Agreement (Conns Inc)

Other Matters Relating to the Servicer. 23 Section 6.01 5.01 Liability of the Servicer 29 23 Section 6.02 5.02 Limitation on Liability of the Servicer and Others 29 23 Section 5.03 Servicer Not to Resign 23 Section 5.04 Waiver of Defaults 24 ARTICLE VI ADDITIONAL OBLIGATION OF THE SERVICER WITH RESPECT TO THE INDENTURE TRUSTEE 24 Section 6.01 Successor Indenture Trustee 24 Section 6.02 Tax Returns 24 Section 6.03 Servicer Indemnification of Final Payment with Respect to the Company and the Administrative Agent 29 Notes 25 Section 6.04 Resignation Optional Purchase of the Servicer 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 Section 6.06 Delegation of Duties 31 Trust Estate 25 TABLE OF CONTENTS Page ARTICLE VII SERVICER DEFAULTS MISCELLANEOUS PROVISIONS 25 Section 7.01 Servicer Defaults 31 Amendment 25 Section 7.02 Appointment Protection of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Right, Title and Interest to Receivables and Related Security 26 Section 8.01 Amendment 35 7.03 Governing Law 27 Section 8.02 Termination of Agreement 35 7.04 Notices 27 Section 8.03 GOVERNING LAW 35 Section 8.04 Notices 35 Section 8.05 Setoff 36 Section 8.06 7.05 Severability of Provisions 36 28 Section 8.07 7.06 Delegation 28 Section 7.07 Waiver of Trial by Jury 28 Section 7.08 Further Assurances 36 28 Section 8.08 7.09 No Waiver; Cumulative Remedies 36 28 Section 8.09 7.10 Counterparts 36 28 Section 8.10 7.11 Third-Party Beneficiaries 36 29 Section 8.11 7.12 Actions by Noteholders 29 Section 7.13 Rule 144A Information 29 Section 7.14 Merger and Integration 37 29 Section 8.12 7.15 Headings 37 29 Section 8.13 Consent to Jurisdiction and Service 7.16 Rights of Process 37 the Indenture Trustee 29 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 7.17 Sales Tax Proceeds 30 Section 7.18 Limitation of Liability 30 Section 7.19 Effectiveness of Agreement 30 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A Form of Servicing Monthly Servicer Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Exhibit B Form of Annual OfficerServicer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS SCHEDULES Schedule I Litigation Schedule II Definitions ii SERVICING AGREEMENT, AGREEMENT dated as of August 20February 24, 2010 2017 (the “Agreement”) by and among BLUESTEM BRANDSCONN’S RECEIVABLES WAREHOUSE, LLC, a Delaware limited liability company, as issuer (the “Issuer”), CONN’S RECEIVABLES WAREHOUSE TRUST, a Delaware statutory trust, as receivables trust (the “Receivables Trust”), CONN APPLIANCES, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA Texas corporation (“GS BankConn Appliances”), as Administrative Agent initial Servicer, and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (defined below) (in such capacity, “Administrative Agent”) together with its successors and as Collateral Agent (assigns in such capacity, the Collateral AgentIndenture Trustee”).

Appears in 1 contract

Samples: Servicing Agreement

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Other Matters Relating to the Servicer. Section 6.01 8.1 Liability of the Servicer 29 72 Section 6.02 8.2 Merger or Consolidation of, or Assumption of the Obligations of, the Servicer 72 Section 8.3 Limitation on Liability of the Servicer and Others 29 73 Section 6.03 8.4 Servicer Indemnification of the Company Trust and the Administrative Agent 29 Trustee 73 Section 6.04 Resignation of the 8.5 The Servicer 30 Not to Resign 74 Section 6.05 8.6 Access to Certain Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 74 Section 6.06 8.7 Delegation of Duties 31 75 Section 8.8 Examination of Records 75 ARTICLE VII IX EARLY AMORTIZATION EVENTS Section 9.1 Early Amortization Events 75 Section 9.2 Additional Rights Upon the Occurrence of Certain Events 76 ARTICLE X SERVICER DEFAULTS Section 7.01 10.1 Servicer Defaults 31 77 Section 7.02 10.2 Trustee to Act; Appointment of Successor 34 79 Section 10.3 Notification of Servicer Default and Successor Servicer 81 Section 10.4 Waiver of Past Defaults 81 ARTICLE VIII XI THE TRUSTEE Section 11.1 Duties of Trustee 82 Section 11.2 Certain Matters Affecting the Trustee 83 Section 11.3 Trustee Not Liable for Recitals in Certificates 85 Section 11.4 Trustee May Own Certificates and Purchase Receivables 85 Section 11.5 The Servicer to Pay Trustee’s Fees and Expenses 85 Section 11.6 Eligibility Requirements for Trustee 85 Section 11.7 Resignation or Removal of Trustee 86 Section 11.8 Successor Trustee 87 Section 11.9 Merger or Consolidation of Trustee 87 Section 11.10 Appointment of Co-Trustee or Separate Trustee 87 Section 11.11 Tax Return 89 Section 11.12 Trustee May Enforce Claims without Possession of Certificates 89 Section 11.13 Suits for Enforcement 89 Section 11.14 Rights of Purchaser Representatives and Investor Certificateholders to Direct Trustee 91 Section 11.15 Representations and Warranties of the Trustee 91 Section 11.16 Maintenance of Office or Agency 92 ARTICLE XII TERMINATION Section 12.1 Termination of Trust 92 Section 12.2 Optional Purchase 93 Section 12.3 Final Payment with Respect to Any Certificate Series 94 Section 12.4 Termination of Rights of Holder of Exchangeable Seller Certificate 95 Section 12.5 Defeasance 95 ARTICLE XIII MISCELLANEOUS PROVISIONS Section 8.01 13.1 Amendment 35 96 Section 8.02 Termination 13.2 Protection of Agreement 35 Right, Title and Interest to Trust 98 Section 8.03 13.3 Limitation on Rights of Certificateholders 99 Section 13.4 Limitation on Rights of Receivables Purchasers and Purchaser Representatives 100 Section 13.5 GOVERNING LAW 35 101 Section 8.04 13.6 Notices 35 101 Section 8.05 Setoff 36 Section 8.06 13.7 Severability of Provisions 36 101 Section 8.07 13.8 Assignment 102 Section 13.9 Certificates Non-Assessable and Fully Paid 102 Section 13.10 Further Assurances 36 102 Section 8.08 13.11 Non-petition Covenant 102 Section 13.12 No Waiver; Cumulative Remedies 36 102 Section 8.09 13.13 Counterparts 36 102 Section 8.10 13.14 Third-Party Beneficiaries 36 103 Section 8.11 13.15 Actions by Certificateholders 103 Section 13.16 Rule 144A Information 103 Section 13.17 Merger and Integration 37 103 Section 8.12 13.18 Headings 37 103 Section 8.13 Consent to Jurisdiction and Service of Process 37 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 13.19 Inconsistent Provisions 103 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A - Form of Servicing Report EXHIBIT C: Exchangeable Seller Certificate Exhibit B - Form of Daily Settlement and Servicing Assignment of Receivables in Additional Accounts Exhibit C - Form of Monthly Servicer’s Report EXHIBIT D: Exhibit D - Form of Opinion of Counsel Regarding Additional Accounts Exhibit E-1 - Form of Reassignment of Receivables in Removed Accounts Exhibit E-2 - Form of Reassignment of Removed Receivables Exhibit F - Form of Annual OfficerServicer’s Certificate EXHIBIT E: Exhibit G - Procedures of Independent Accountants Exhibit H-1 - Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Certificate Legend Exhibit H-2 - Form of Compliance Certificate EXHIBIT H: Representation Letter Exhibit H-3 - Form of Insurance Report EXHIBIT I: Certificate Legend Exhibit I-1 - Form of Financial Officer Certification THIS Foreign Clearing Agency Certificate Exhibit I-2 - Form of U.S. Investor Certificate to Foreign Clearing Agency Exhibit I-3 - Form of Certificate to Foreign Clearing Agency Exhibit J - Form of Conveyance to Holder of Exchangeable Seller Certificate Exhibit K - Form of Annual Opinion of Counsel SECOND AMENDED AND RESTATED POOLING AND SERVICING AGREEMENT, dated as of August 20November 25, 2010 among BLUESTEM BRANDS1997, INC.by and between Charming Shoppes Receivables Corp., a Delaware corporation, as Servicer (the “Servicer”)Seller, FINGERHUT RECEIVABLES ISpirit of America National Bank, LLC (the “Company”) and XXXXXXX SACHS BANK USA (“GS Bank”)a national banking association, as Administrative Agent (in such capacityServicer, “Administrative Agent”) and First Union National Bank, a national banking association, as Collateral Agent (in such capacity, “Collateral Agent”)Trustee.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Alliance Data Systems Corp)

Other Matters Relating to the Servicer. Section 6.01 5.01 Liability of the Servicer 29 27 Section 6.02 5.02 Limitation on Liability of the Servicer and Others 27 Section 5.03 Servicer Not to Resign 28 TABLE OF CONTENTS Page Section 5.04 Waiver of Defaults 28 ARTICLE VI ADDITIONAL OBLIGATION OF THE SERVICER WITH RESPECT TO THE TRUSTEE Section 6.01 Successor Trustee 28 Section 6.02 Tax Returns 29 Section 6.03 Servicer Indemnification of the Company and the Administrative Agent Final Payment with Respect to Any Series 29 Section 6.04 Resignation Optional Purchase of the Servicer 30 Section 6.05 Access to Documentation and Information Regarding the Receivables Accounts and Underlying Receivables 30 Section 6.06 Delegation of Duties 31 Trust Estate 29 ARTICLE VII SERVICER DEFAULTS Section 7.01 Servicer Defaults 31 Section 7.02 Appointment of Successor 34 ARTICLE VIII MISCELLANEOUS PROVISIONS Section 8.01 7.01 Amendment 35 30 Section 8.02 Termination 7.02 Protection of Agreement 35 Right, Title and Interest to Receivables and Related Security 31 Section 8.03 GOVERNING LAW 35 7.03 Governing Law 32 Section 8.04 7.04 Notices 35 32 Section 8.05 Setoff 36 Section 8.06 7.05 Severability of Provisions 36 33 Section 8.07 7.06 Delegation 33 Section 7.07 Waiver of Trial by Jury 33 Section 7.08 Further Assurances 36 33 Section 8.08 7.09 No Waiver; Cumulative Remedies 36 33 Section 8.09 7.10 Counterparts 36 33 Section 8.10 7.11 Third-Party Beneficiaries 36 34 Section 8.11 7.12 Actions by Noteholders 34 Section 7.13 Rule 144A Information 34 Section 7.14 Merger and Integration 37 34 Section 8.12 7.15 Headings 37 34 Section 8.13 Consent to Jurisdiction and Service 7.16 Rights of Process 37 the Trustee 35 Section 8.14 No Petition 37 APPENDICES APPENDIX A: Operational Guidelines SCHEDULES SCHEDULE 3.14: Capital Stock and Ownership SCHEDULE 3.18: Material Contracts SCHEDULE 3.19: Senior Management SCHEDULE 4.05: Insurance Policies SCHEDULE 4.16: Regulatory Compliance Changes 7.17 Sales Tax Proceeds 35 Section 7.18 Limitation of Liability 35 EXHIBITS EXHIBIT A: Notice of Reinstatement EXHIBIT B: Exhibit A Form of Servicing Monthly Servicer Report EXHIBIT C: Form of Daily Settlement and Servicing Report EXHIBIT D: Exhibit B Form of Annual OfficerServicer’s Certificate EXHIBIT E: Form of Payment Date Report EXHIBIT F: Data Tape Information EXHIBIT G: Form of Compliance Certificate EXHIBIT H: Form of Insurance Report EXHIBIT I: Form of Financial Officer Certification THIS SCHEDULES Schedule 2.10(i) Litigation SERVICING AGREEMENT, AGREEMENT dated as of August 20October 16, 2010 2020 (the “Agreement”) by and among BLUESTEM BRANDSCONN’S RECEIVABLES FUNDING 2020-A, LLC, a Delaware limited liability company, as issuer (the “Issuer”), CONN’S RECEIVABLES 2020-A TRUST, a Delaware statutory trust, as receivables trust (the “Receivables Trust”), CONN APPLIANCES, INC., a Delaware corporation, as Servicer (the “Servicer”), FINGERHUT RECEIVABLES I, LLC (the “Company”) and XXXXXXX SACHS BANK USA Texas corporation (“GS BankConn Appliances”), as Administrative Agent initial Servicer, and XXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee under the Indenture (defined below) (in such capacity, “Administrative Agent”) together with its successors and as Collateral Agent (assigns in such capacity, the Collateral AgentTrustee”).

Appears in 1 contract

Samples: Servicing Agreement (Conns Inc)

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