Common use of Price of Reassignment Clause in Contracts

Price of Reassignment. Upon a Transferor's written notice to the Owner Trustee that such Transferor has exercised its option to cause reassignment of any Ineligible Receivable, the Issuer shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to transfer, assign, set over and otherwise convey to such Transferor or its designee, without recourse, representation or warranty, all the right, title and interest of the Issuer in and to such Ineligible Receivable, all Interchange and Recoveries related thereto, all monies and amounts due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer as collected in full as of the date on which it was transferred. Notwithstanding any other provision of this SECTION 2.05(c), a reassignment of an Ineligible Receivable in excess of the amount that would cause the Transferor Amount to be less than the Required Transferor Amount shall not occur if the applicable Transferor fails to make any payment required by SECTION 2.05(b) with respect to such Ineligible Receivable. The Issuer shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable Transferor to effect the conveyance of such Ineligible Receivables pursuant to this SECTION 2.05(c), but only upon receipt of an Officer's Certificate from such Transferor that states that all conditions set forth in this SECTION 2.05 have been satisfied.

Price of Reassignment. Upon a Transferor's written notice to the Owner Trustee that such Transferor has exercised its option to cause reassignment of any Ineligible Receivable, the Issuer shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to transfer, assign, set over and otherwise convey to such Transferor or its designee, without recourse, representation or warranty, all the right, title and interest of the Issuer in and to such Ineligible Receivable, all Interchange and Recoveries related thereto, all monies and amounts due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer as collected in full as of the date on which it was transferred. Notwithstanding any other provision of this SECTION Section 2.05(c), a reassignment of an Ineligible Receivable in excess of the amount that would cause the Transferor Amount to be less than the Required Transferor Amount shall not occur if the applicable Transferor fails to make any payment required by SECTION Section 2.05(b) with respect to such Ineligible Receivable. The Issuer shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable Transferor to effect the conveyance of such Ineligible Receivables pursuant to this SECTION Section 2.05(c), but only upon receipt of an Officer's Certificate from such Transferor that states that all conditions set forth in this SECTION Section 2.05 have been satisfied.

Price of Reassignment. Upon a Transferor's written notice The Servicer shall deduct the portion of such --------------------- Ineligible Receivables reassigned to the Owner Trustee that such Transferor has exercised its option Seller which are Principal Receivables from the aggregate amount of the Principal Receivables used to cause calculate the Seller Amount. Upon reassignment of any Ineligible Receivable, the Issuer shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to transfer, assign, set over and otherwise convey to such Transferor the applicable Seller or its designee, without recourse, representation or warranty, all the right, title and interest of the Issuer in and to such Ineligible Receivable, all Interchange and Recoveries related thereto, all monies and amounts due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer as collected in full as of the date on which it was transferred. Notwithstanding any other provision The obligation of this SECTION 2.05(c), a Seller to accept reassignment of an any Ineligible Receivable Receivables conveyed to the Issuer by Seller, and to make the deposits, if any, required to be made to the Excess Funding Account as provided in excess this Section, shall constitute the sole remedy respecting the event giving rise to such obligation available to the Issuer, the Noteholders (or the Owner Trustee on behalf of the amount that would cause the Transferor Amount to be less than the Required Transferor Amount shall not occur if the applicable Transferor fails to make Noteholders) or any payment required by SECTION 2.05(b) with respect to such Ineligible ReceivableSeries Enhancer. The Issuer shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable Transferor Seller to effect the conveyance of such Ineligible Receivables pursuant to this SECTION 2.05(cSection 2.4(d), but only upon receipt of an Officer's -------------- Certificate from such Transferor Seller that states that all conditions set forth in this SECTION 2.05 Section 2.5 have been satisfied.. -----------

Price of Reassignment. Upon a Transferor's ’s written notice to the Owner Trustee that such Transferor has exercised its option to cause reassignment of any Ineligible Receivable, the Issuer shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to transfer, assign, set over and otherwise convey to such Transferor or its designeeTransferor, without recourse, representation or warranty, all the right, title and interest of the Issuer in and to such Ineligible Receivable, all Interchange and Recoveries related thereto, all monies and amounts due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer as collected in full as of the date on which it was transferred. Notwithstanding any other provision of this SECTION Section 2.05(c), a reassignment of an Ineligible Receivable in excess of the amount that would cause the Transferor Amount to be less than the Required Transferor Amount shall not occur if the applicable Transferor fails to make any payment required by SECTION Section 2.05(b) with respect to such Ineligible Receivable. The Issuer shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable Transferor to effect the conveyance of such Ineligible Receivables pursuant to this SECTION Section 2.05(c), but only upon receipt of an Officer's ’s Certificate from such Transferor that states that all conditions set forth in this SECTION Section 2.05 have been satisfied.

Price of Reassignment. Upon a the Transferor's ’s written notice to the Owner Trustee that such Transferor has exercised its option to cause and caused reassignment of any Ineligible Receivable, the Issuer Trust shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to transfer, assign, set over and otherwise convey to such the applicable Transferor or its designee, without recourse, representation or warranty, all the right, title and interest of the Issuer Trust in and to such Ineligible ReceivableReceivable (or interest therein), all Interchange and Recoveries related thereto, all monies and amounts due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer Trust as collected in full as of the date on which it was transferred. The obligation of each Transferor to accept reassignment of any Ineligible Receivables (or interest therein) conveyed to the Trust by such Transferor, and to make the deposits, if any, required to be made to the Special Funding Account as provided in this Section, shall constitute the sole remedy respecting the event giving rise to such obligation available to the Trust, the Noteholders (or the Indenture Trustee on behalf of the Noteholders) or any Series Enhancer. Notwithstanding any other provision of this SECTION 2.05(c)Section, a reassignment of an Ineligible Receivable (or interest therein) in excess of the amount that would cause the Transferor Amount Interest to be less than the Required Transferor Amount Interest shall not occur if the applicable Transferor fails to make any payment deposit required by SECTION 2.05(b) this Section with respect to such Ineligible ReceivableReceivable (or interest therein). The Issuer Trust shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable Transferor to effect the conveyance of such Ineligible Receivables (or interest therein) pursuant to this SECTION 2.05(c)Section, but only upon receipt of an Officer's ’s Certificate from such Transferor that states that all conditions set forth in this SECTION 2.05 Section have been satisfied.

Price of Reassignment. Upon The Servicer shall deduct the portion of the Ineligible Receivables reassigned to a Transferor's written notice Transferor which are Principal Receivables from the aggregate amount of Principal Receivables used to calculate the Transferor Amount, the Series Percentages and any other percentage used to allocate within or among Series that is applicable to any Series. In the event that, following the exclusion of such Principal Receivables from the calculation of the Transferor Amount, the Transferor Amount would be less than the Required Transferor Amount, not later than 12:00 noon, New York City time, on the first Distribution Date following the Monthly Period in which such reassignment obligation arises, the relevant Transferor shall make a deposit into the Excess Funding Account in immediately available funds in an amount equal to the Owner Trustee that amount by which the Transferor Amount would be reduced below the Required Transferor Amount (up to the amount of such Transferor has exercised its option Principal Receivables). Upon the deposit, if any, required to cause be made to the Excess Funding Account as provided in this Section and the reassignment of any Ineligible ReceivableReceivables, the Issuer Trustee shall automatically at the time of receipt of such notice and without further action on the part of the Issuer or the Owner Trustee be deemed to sell, transfer, assign, set over and otherwise convey to such Transferor or its designeethe relevant Transferor, without recourse, representation or warranty, all the right, title and interest of the Issuer Trustee in and to such Ineligible ReceivableReceivables, all Interchange and Recoveries related thereto, all monies and amounts moneys due or to become due and all proceeds thereof and such reassigned Ineligible Receivable shall be treated by the Issuer as collected in full as of the date on which it was transferred. Notwithstanding any other provision of this SECTION 2.05(c), a reassignment of an Ineligible Receivable in excess of the amount that would cause the Transferor Amount to be less than the Required Transferor Amount shall not occur if the applicable Transferor fails to make any payment required by SECTION 2.05(b) amounts received with respect to such Ineligible Receivablethereto and all proceeds thereof. The Issuer Trustee shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by the applicable relevant Transferor to effect the conveyance of such Ineligible Receivables pursuant to this SECTION 2.05(c), but only upon receipt of an Officer's Certificate from such Transferor that states that all conditions set forth in this SECTION 2.05 have been satisfied.Ineligible