Common use of Reassignment of Other Receivables Clause in Contracts

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One to Funding pursuant to this Agreement, Capital One shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding on the date on which such Receivables are reassigned to Funding, and shall pay for such reassigned Receivables by paying to Funding, not later than 11:00 a.m., New York City time, on the first Distribution Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital One, without recourse, representation or warranty, all the right, title and interest of Funding in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding as collected in full as of the date on which they were reassigned. Funding shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One to effect the conveyance of such Receivables and other property pursuant to this Section.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC V Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One FSB to Funding TRS pursuant to this Agreement, Capital One FSB shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One FSB shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneFSB, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “including "proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One FSB to effect the conveyance of such Receivables and other property pursuant to this Section.Subsection. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC V Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Centurion to Funding TRS pursuant to this Agreement, Capital One Centurion shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One Centurion shall accept reassignment of any Receivables described in Subsection 6.02(a6.02 (a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneCenturion, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “including "proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Centurion to effect the conveyance of such Receivables and other property pursuant to this Section.Subsection. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a) or (c) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding the Purchaser is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One the Seller to Funding the Purchaser pursuant to this Agreement, Capital One the Seller shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One The Seller shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding the Purchaser on the date on which such Receivables are reassigned to Fundingthe Purchaser, and shall pay for such reassigned Receivables by paying to Fundingthe Purchaser, not later than 11:00 a.m., New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding the Purchaser shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital Onethe Seller, without recourse, representation or warranty, all the right, title and interest of Funding the Purchaser in and to such Receivables, all InterchangeInsurance Proceeds, Insurance Proceeds Issuer Rate Fees and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding the Purchaser as collected in full as of the date on which they were reassigned. Funding The Purchaser shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One the Seller to effect the conveyance of such Receivables and other property pursuant to this Section.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection subsection 4.01(a)(i) or (iii) or in subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding Purchaser is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Chase USA to Funding Purchaser pursuant to this Agreement, Capital One Chase USA shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection subsection 6.02(b). (b) Capital One Chase USA shall accept reassignment of any Receivables described in Subsection subsection 6.02(a) from Funding Purchaser on the date on which such Receivables are reassigned to Funding, and Purchaser for a repurchase price equal to the principal balance of such Receivable. Such purchase price shall pay for be paid by deducting such reassigned Receivables amount from the purchase price owing to Chase USA by paying to Funding, not later than 11:00 a.m., New York City time, the Purchaser on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arisesrepurchase occurs or if no such amount is owed then by deducting such amount from the balance of the Seller Note; provided that if the reduction of the Principal Receivables in the Trust as a result of such repurchase causes the Purchaser to be required to make a deposit in the Special Funding Account, an amount equal then Chase USA shall pay such purchase price to the unpaid balance Purchaser in cash on or prior to the date on which the Purchaser is required to make such deposit in immediately available funds. Upon payment by Chase USA of such Receivables. Upon reassignment of such Receivablesamount, Funding Purchaser shall automatically and without further action sell, transfer, assign, set-over and otherwise convey Convey to Capital OneChase USA, without recourse, representation or warranty, all the right, title and interest of Funding Purchaser in and to such Receivables, all Allocated Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereofrelated Purchased Assets. Such reassigned Receivables shall be treated by Funding as collected in full as of the date on which they were reassigned. Funding Purchaser shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Chase USA to effect the conveyance of such Receivables and other property related Purchased Assets pursuant to this Section.subsection. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection Section 4.01(a)(i) or (iii) or Section 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Dryrock Funding is required under Section 2.06 2.7 of the Pooling and Servicing Transfer Agreement to accept a reassignment of all of the Receivables previously sold by Capital One the Seller to Dryrock Funding pursuant to this Agreement, Capital One the Seller shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection Section 6.02(b). (b) Capital One The Seller shall accept reassignment of any Receivables described in Subsection Section 6.02(a) from Dryrock Funding on the date on which such Receivables are reassigned to Dryrock Funding, and shall pay for such reassigned Receivables by paying to Funding, not later than 11:00 a.m., New York City time, on the first Distribution Date following the Monthly Period Dryrock Funding in which such reassignment obligation arises, immediately available funds an amount equal to the unpaid principal balance of such Receivables. Upon reassignment of such Receivables, Dryrock Funding shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital Onethe Seller, without recourse, representation or warranty, all the right, title and interest of Dryrock Funding in in, to and to under such Receivables, all InterchangeCollections, Insurance Proceeds Proceeds, Interchange and Recoveries on or allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and with respect to the foregoing, all amounts received or receivable with respect thereto, to all Collections with respect theretoof the foregoing, and all proceeds (includingthereof, without limitation, “proceeds” as defined in and the UCC) thereofSeller shall amend and update the RPA Account Schedule accordingly to reflect that such account is a Deleted Account. Such reassigned Receivables shall be treated by Funding as collected in full as of the date on which they were reassigned. Dryrock Funding shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One the Seller to effect the conveyance of such Receivables and other property pursuant to this SectionSection 6.02(b).

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One to Funding pursuant to this Agreement, Capital One shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding on the date on which such Receivables are reassigned to Funding, and shall pay for such reassigned Receivables by paying to Funding, not later than 11:00 a.m., New York City time, on the first Distribution Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital One, without recourse, representation or warranty, all the right, title and interest of Funding in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “"proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding as collected in full as of the date on which they were reassigned. Funding shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One to effect the conveyance of such Receivables and other property pursuant to this Section.. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In WFBNA must accept reassignment of a set of Receivables if Funding is required to accept reassignment of those Receivables under subsection 2.04(e) of the event any Transfer Agreement and if the representation or warranty set forth in Subsection of WFBNA under subsection 4.02(a)(i) or (vii) relating to those Receivables is not true and correct in any material respect and as a result of such breach Funding is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One to Funding pursuant to this Agreement, Capital One shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b)applicable date. (b) Capital One shall WFBNA must accept reassignment of any the Receivables described in Subsection subsection 6.02(a) from Funding on the date on which such those Receivables are reassigned to Funding under subsection 2.04(e) of the Transfer Agreement. On that date, automatically and without further action, Funding hereby reassigns to WFBNA, without recourse, representation, or warranty, all of Funding’s right, title and interest in, to, and shall under (i) those Receivables, (ii) all monies due or to become due with respect to such Receivables, (iii) all Interchange, Insurance Proceeds, and Recoveries allocable to those Receivables, (iv) all Collections on those Receivables, and (v) all proceeds of any of the foregoing property. On the Business Day immediately preceding that date, WFBNA must pay for such reassigned Receivables by paying to FundingFunding or, not later than 11:00 a.m.if Funding directs, New York City timeto its designee or agent, on the first Distribution Date following the Monthly Period in which such reassignment obligation arises, immediately available funds an amount equal to the unpaid balance of such Receivables. Upon reassignment of such those Receivables, and Funding shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital One, without recourse, representation or warranty, all the right, title and interest of Funding in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such reassigned will treat those Receivables shall be treated by Funding as collected in full as of full. WFBNA acknowledges that Funding has directed it to deliver these immediately available funds to the date on which they were reassignedServicer under the Servicing Agreement for deposit into the Collection Account pursuant to the Indenture. Funding shall must execute such documents all agreements and instruments of transfer or assignment other documents, and must take such all other actions as shall actions, that are reasonably be requested by Capital One WFBNA to effect the conveyance of such Receivables and other property pursuant to effectuate this Sectionreassignment.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a) or (c) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding RFC IV is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One FSB to Funding RFC IV pursuant to this Agreement, Capital One FSB shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One FSB shall accept reassignment of any Receivables described in Subsection 6.02(a6.02 (a) from Funding RFC IV on the date on which such Receivables are reassigned to FundingRFC IV, and shall pay for such reassigned Receivables by paying to FundingRFC IV, not later than 11:00 a.m., New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding RFC IV shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneFSB, without recourse, representation or warranty, all the right, title and interest of Funding RFC IV in and to such Receivables, all InterchangeInsurance Proceeds, Insurance Proceeds Issuer Rate Fees and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “including "proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding RFC IV as collected in full as of the date on which they were reassigned. Funding RFC IV shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One FSB to effect the conveyance of such Receivables and other property pursuant to this Section.. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a) or (c) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding RFC III is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Centurion to Funding RFC III pursuant to this Agreement, Capital One Centurion shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One Centurion shall accept reassignment of any Receivables described in Subsection 6.02(a6.02 (a) from Funding RFC III on the date on which such Receivables are reassigned to FundingRFC III, and shall pay for such reassigned Receivables by paying to FundingRFC III, not later than 11:00 a.m., New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding RFC III shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneCenturion, without recourse, representation or warranty, all the right, title and interest of Funding RFC III in and to such Receivables, all InterchangeInsurance Proceeds, Insurance Proceeds Issuer Rate Fees and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “including "proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding RFC III as collected in full as of the date on which they were reassigned. Funding RFC III shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Centurion to effect the conveyance of such Receivables and other property pursuant to this Section.. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding RFC V is required under Section 2.06 2.7 of the Pooling Transfer and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One TRS to Funding RFC V pursuant to this Agreement, Capital One TRS shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One TRS shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding RFC V on the date on which such Receivables are reassigned to FundingRFC V, and shall pay for such reassigned Receivables by paying to FundingRFC V, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding RFC V shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneTRS, without recourse, representation or warranty, all the right, title and interest of Funding RFC V in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “including "proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding RFC V as collected in full as of the date on which they were reassigned. Funding RFC V shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One TRS to effect the conveyance of such Receivables and other property pursuant to this Section.Subsection. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection Section 4.01(a) or (c) or Section 4.02(a)(i) or (va)(v) is not true and correct in any material respect and as a result of such breach HSBC Funding is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One HPLAC to HSBC Funding pursuant to this Section 2.06 of the Transfer and Servicing Agreement, Capital One HPLAC shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection Section 6.02(b). (b) Capital One HPLAC shall accept reassignment of any Receivables described in Subsection Section 6.02(a) ), and any related Purchased Assets, from HSBC Funding on the date on which such Receivables and related Purchased Assets are reassigned to HSBC Funding, and shall pay for such reassigned Receivables and related Purchased Assets by paying to FundingHSBC Funding in immediately available funds, not later than 11:00 a.m., 1:00 p.m. New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance Repurchase Price. If HSBC Funding so directs, HPLAC shall deposit such payment directly into the Collection Account in accordance with the terms of such Receivablesthe Transfer and Servicing Agreement and the Indenture. Upon reassignment of such ReceivablesReceivables and related Purchased Assets, HSBC Funding shall automatically and without further action sell, transfer, assign, set-set over and otherwise convey to Capital OneHPLAC, without recourse, representation or warranty, all the right, title and interest of HSBC Funding in and to such Receivables, all Interchange, Insurance Proceeds Receivables and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect theretorelated Purchased Assets, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such such reassigned Receivables and related Purchased Assets shall be treated by HSBC Funding as collected in full as of the date on which they were reassignedare transferred. HSBC Funding shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One HPLAC to effect the conveyance of such Receivables and other property related Purchased Assets pursuant to this SectionSection 6.02(b).

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection Section 4.01(a) or (c) or Section 4.02(a)(i) or (va)(v) is not true and correct in any material respect and as a result of such breach Funding MRI is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One HRAC II to Funding MRI pursuant to this Section 2.4(e) of the Pooling and Servicing Agreement, Capital One HRAC II shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection Section 6.02(b). (b) Capital One HRAC II shall accept reassignment of any Receivables described in Subsection Section 6.02(a) ), and any related Purchased Assets, from Funding MRI on the date on which such Receivables and related Purchased Assets are reassigned to FundingMRI, and shall pay for such reassigned Receivables and related Purchased Assets by paying to FundingMRI in immediately available funds, not later than 11:00 a.m., 1:00 p m. New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance Repurchase Price. If MRI so directs, HRAC II shall deposit such payment directly into the Collection Account in accordance with the terms of such Receivablesthe Pooling and Servicing Agreement. Upon reassignment of such ReceivablesReceivables and related Purchased Assets, Funding MRI shall automatically and without further action sell, transfer, assign, set-set over and otherwise convey to Capital OneHRAC II, without recourse, representation or warranty, all the right, title and interest of Funding MRI in and to such Receivables, all Interchange, Insurance Proceeds Receivables and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect theretorelated Purchased Assets, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such such reassigned Receivables and related Purchased Assets shall be treated by Funding MRI as collected in full as of the date on which they were reassignedare transferred. Funding MRI shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One HRAC II to effect the conveyance of such Receivables and other property related Purchased Assets pursuant to this SectionSection 6.02(b).

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC V Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Centurion to Funding TRS pursuant to this Agreement, Capital One Centurion shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One Centurion shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneCenturion, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Centurion to effect the conveyance of such Receivables and other property pursuant to this SectionSubsection.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding RFC VIII is required under Section 2.06 2.7 of the Pooling and Servicing Transfer Agreement to accept a reassignment of all of the Receivables previously sold by Capital One TRS to Funding RFC VIII pursuant to this Agreement, Capital One TRS shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One TRS shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding RFC VIII on the date on which such Receivables are reassigned to FundingRFC VIII, and shall pay for such reassigned Receivables by paying to FundingRFC VIII, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding RFC VIII shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneTRS, without recourse, representation or warranty, all the right, title and interest of Funding RFC VIII in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding RFC VIII as collected in full as of the date on which they were reassigned. Funding RFC VIII shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One TRS to effect the conveyance of such Receivables and other property pursuant to this SectionSubsection.

Reassignment of Other Receivables. (a) In If (i) a Trust Portfolio Repurchase Event shall have occurred under clauses (vii) through (x) of Section 2.05 of the event Pooling and Servicing Agreement or (ii) any representation or warranty set forth in Subsection 4.02(a)(i) or (v) under Section 4.2 of this Agreement is not true and correct in any material respect and as of the date specified therein, and, as a result of such breach thereof Discover Funding is required under to accept reassignment of a Receivable pursuant to Section 2.06 2.05 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One to Funding pursuant to this Agreement, Capital One Discover Bank shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b)Receivable. (b) Capital One shall Discover Bank must accept reassignment of any the Receivables described in Subsection 6.02(aSection 6.2(a) from Funding on the date on which such those Receivables are reassigned to Discover Funding under Section 2.05 of the Pooling and Servicing Agreement. On that date, automatically and without further action, Discover Funding hereby reassigns to Discover Bank, without recourse, representation, or warranty, all of Discover Funding’s right, title and interest in, to, and shall under (i) those Receivables, (ii) all Interchange allocable to those Receivables, (iii) all Collections on those Receivables, including Recovered Amounts and (iv) all proceeds of any of this property. On the Business Day immediately preceding that date, Discover Bank must pay for such reassigned Receivables by paying to Funding, not later than 11:00 a.m., New York City time, on the first Distribution Date following the Monthly Period Discover Funding in which such reassignment obligation arises, immediately available funds an amount equal to the unpaid balance of such Receivables. Upon reassignment of such those Receivables, and Discover Funding shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital One, without recourse, representation or warranty, all the right, title and interest of Funding in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding will treat those Receivable as collected in full as of the date on which they were reassignedfull. Discover Funding shall must execute such documents all agreements and instruments of transfer or assignment other documents, and must take such all other actions as shall actions, that are reasonably be requested by Capital One Discover Bank to effect the conveyance of such Receivables and other property pursuant to this Sectionreassignment.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection Section 4.01(a) or (c) or Section 4.02(a)(i) or (va)(v) is not true and correct in any material respect and as a result of such breach Funding MRI is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One HRAC II to Funding MRI pursuant to this Section 2.4(e) of the Pooling and Servicing Agreement, Capital One HRAC II shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection Section 6.02(b). (b) Capital One HRAC II shall accept reassignment of any Receivables described in Subsection Section 6.02(a) ), and any related Purchased Assets, from Funding MRI on the date on which such Receivables and related Purchased Assets are reassigned to FundingMRI, and shall pay for such reassigned Receivables and related Purchased Assets by paying to FundingMRI in immediately available funds, not later than 11:00 a.m., 1:00 p.m. New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance Repurchase Price. If MRI so directs, HRAC II shall deposit such payment directly into the Collection Account in accordance with the terms of such Receivablesthe Pooling and Servicing Agreement. Upon reassignment of such ReceivablesReceivables and related Purchased Assets, Funding MRI shall automatically and without further action sell, transfer, assign, set-set over and otherwise convey to Capital OneHRAC II, without recourse, representation or warranty, all the right, title and interest of Funding MRI in and to such Receivables, all Interchange, Insurance Proceeds Receivables and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect theretorelated Purchased Assets, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such such reassigned Receivables and related Purchased Assets shall be treated by Funding MRI as collected in full as of the date on which they were reassignedare transferred. Funding MRI shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One HRAC II to effect the conveyance of such Receivables and other property related Purchased Assets pursuant to this SectionSection 6.02(b).

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection Section 4.01(a) or (c) or Section 4.02(a)(i) or (va)(v) is not true and correct in any material respect and as a result of such breach HSBC Funding is required under Section 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One HRAC I to HSBC Funding pursuant to this Section 2.06 of the Transfer and Servicing Agreement, Capital One HRAC I shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection Section 6.02(b). (b) Capital One HRAC I shall accept reassignment of any Receivables described in Subsection Section 6.02(a) ), and any related Purchased Assets, from HSBC Funding on the date on which such Receivables and related Purchased Assets are reassigned to HSBC Funding, and shall pay for such reassigned Receivables and related Purchased Assets by paying to FundingHSBC Funding in immediately available funds, not later than 11:00 a.m., 1:00 p.m. New York City time, on the first Distribution Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance Repurchase Price. If HSBC Funding so directs, HRAC I shall deposit such payment directly into the Collection Account in accordance with the terms of such Receivablesthe Transfer and Servicing Agreement and the Indenture. Upon reassignment of such ReceivablesReceivables and related Purchased Assets, HSBC Funding shall automatically and without further action sell, transfer, assign, set-set over and otherwise convey to Capital OneHRAC I, without recourse, representation or warranty, all the right, title and interest of HSBC Funding in and to such Receivables, all Interchange, Insurance Proceeds Receivables and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect theretorelated Purchased Assets, and all proceeds (including, without limitation, “proceeds” as defined in the UCC) thereof. Such such reassigned Receivables and related Purchased Assets shall be treated by HSBC Funding as collected in full as of the date on which they were reassignedare transferred. HSBC Funding shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One HRAC I to effect the conveyance of such Receivables and other property related Purchased Assets pursuant to this SectionSection 6.02(b).

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC VIII Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Centurion to Funding TRS pursuant to this Agreement, Capital One Centurion shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One Centurion shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneCenturion, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Centurion to effect the conveyance of such Receivables and other property pursuant to this SectionSubsection.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC V Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One FSB to Funding TRS pursuant to this Agreement, Capital One FSB shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One FSB shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneFSB, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One FSB to effect the conveyance of such Receivables and other property pursuant to this SectionSubsection.

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection subsection 4.01(a)(i) or (iii) or in subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding FCCF is required under Section Subsection 2.06 of the Pooling and Servicing Agreement to accept a reassignment of all of the Receivables previously sold by Capital One Fleet (RI) to Funding FCCF pursuant to this Agreement, Capital One Fleet (RI) shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection subsection 6.02(b). (b) Capital One Fleet (RI) shall accept reassignment of any Receivables described in Subsection 6.02(asubsection 6.02 (a) from Funding FCCF on the date on which such Receivables are reassigned to FundingFCCF, and shall pay for such reassigned Receivables by paying to FundingFCCF, not later than 11:00 a.m.1:00 p.m., New York City time, on the second Business Day preceding the first Distribution Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding FCCF shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneFleet (RI), without recourse, representation or warranty, all the right, title and interest of Funding FCCF in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable with respect to such Receivables, any Funds Collateral securing all Allocated Interchange allocable to such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, “"proceeds” " as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding as collected in full as of the date on which they were reassigned. Funding FCCF shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One Fleet (RI) to effect the conveyance of such Receivables and other property pursuant to this Section.subsection. [END OF ARTICLE VI]

Reassignment of Other Receivables. (a) In the event any representation or warranty set forth in Subsection 4.01(a)(i) or (iii) or Subsection 4.02(a)(i) or (v) is not true and correct in any material respect and as a result of such breach Funding TRS is required under Section 2.06 Subsection 6.02(b) of the Pooling and Servicing TRS-RFC VIII Receivables Purchase Agreement to accept a reassignment of all of the Receivables previously sold by Capital One FSB to Funding TRS pursuant to this Agreement, Capital One FSB shall accept a reassignment of such Receivables on the terms and conditions set forth in Subsection 6.02(b). (b) Capital One FSB shall accept reassignment of any Receivables described in Subsection 6.02(a) from Funding TRS on the date on which such Receivables are reassigned to FundingTRS, and shall pay for such reassigned Receivables by paying to FundingTRS, not later than 11:00 a.m., New York City time, on the first Distribution First Note Transfer Date following the Monthly Period in which such reassignment obligation arises, an amount equal to the unpaid balance of such Receivables. Upon reassignment of such Receivables, Funding TRS shall automatically and without further action sell, transfer, assign, set-over and otherwise convey to Capital OneFSB, without recourse, representation or warranty, all the right, title and interest of Funding TRS in and to such Receivables, all Interchange, Insurance Proceeds and Recoveries allocable to such Receivables, any Funds Collateral securing such Receivables, all monies due or to become due and all amounts received or receivable with respect thereto, all Collections with respect thereto, and all proceeds (including, without limitation, including “proceeds” as defined in the UCC) thereof. Such reassigned Receivables shall be treated by Funding TRS as collected in full as of the date on which they were reassigned. Funding TRS shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested by Capital One FSB to effect the conveyance of such Receivables and other property pursuant to this SectionSubsection.