Common use of RELIANCE ON PROCEDURES OF TRUST CASH MANAGER Clause in Contracts

RELIANCE ON PROCEDURES OF TRUST CASH MANAGER. The Receivables Trustee shall be entitled to consider due performance of a set of procedures for calculations and allocations operated by the Trust Cash Manager or any Co-Trust Cash Manager as conclusive evidence that it has acted in a manner consistent with the principles set out in this Schedule when performing its duties under the Receivables Trust. SCHEDULE 2 FORM OF DEFAULTED ACCOUNTS INSTRUCTION NOTICE To: Receivables Trustee From: [Beneficiary] Date: DEFAULTED ACCOUNTS INSTRUCTION NOTICE Capitalised terms used in this Notice are defined in the Master Definitions Schedule dated 23 November 1999 between the Transferor, the Receivables Trustee and the Investor Beneficiary unless otherwise specified. We have been notified that certain Designated Accounts have become Defaulted Accounts during the Monthly Period which commenced on [date]. The balance of Receivables in such Defaulted Accounts is [(pound)o] (the "DEFAULTED RECEIVABLES"). We hereby instruct you to enter into an agreement to assign the Defaulted Receivables for such consideration as may be agreed with the assignee, Provided that the consideration shall be payable in respect of Monthly Periods and shall be paid into the Trustee Collection Account on the Transfer Date relating to each relevant Monthly Period. If it is not possible to enter into an agreement to assign the Defaulted Receivables as specified above you shall notify us accordingly and request further instructions. ------------------------------ [Beneficiary] EXHIBIT A FORM OF TRANSFEROR CERTIFICATE GRACECHURCH RECEIVABLES TRUSTEE LIMITED (incorporated in Jersey having its registered office at Xxxxxxxx Xxxxx, Xxxxxxxxx Xxxxxx, Xx. Xxxxxx, Xxxxxx XX0 0XX) THIS CERTIFICATE SHALL BE AUTHENTICATED AND RETAINED OUTSIDE THE UNITED KINGDOM RECEIVABLES TRUST Transferor Certificate Evidencing an undivided interest and other interests in the trust constituted by the Declaration of Trust dated 1 November 1999, amended and restated as a Declaration of Trust and Trust Cash Management Agreement pursuant to a Deed of Amendment and Restatement dated 23 November 1999, between Gracechurch Receivables Trustee Limited, Barclays Bank PLC and Barclaycard Funding PLC (the "DECLARATION OF TRUST AND TRUST CASH MANAGEMENT AGREEMENT") NOT AN INTEREST IN OR OBLIGATION OF BARCLAYS BANK PLC OR ANY AFFILIATE THEREOF This Certificate certifies that [each of]* Barclays Bank PLC [and [ ]]* is a Beneficiary of the Receivables Trust and as such is beneficially entitled to Trust Property in the amount and in the manner set out in the Declaration of Trust and Trust Cash Management Agreement as supplemented by any Accession Notice and any Supplement to the Declaration of Trust and Trust Cash Management Agreement executed from time to time in respect of any additional Series. Terms defined in the Master Definitions Schedule dated 1999 shall have the same meaning in this Transferor Certificate. PLEASE NOTE THE FOLLOWING: 1. The Transferor Certificate is in registered form and evidences the [aggregate]* beneficial entitlement of [each of]* Barclays Bank PLC [and [ ]]* in the Receivables Trust. 2. No transfer of this Transferor Certificate or Disposal of the aggregate beneficial entitlement of Barclays Bank PLC [or [ ]]* in the Receivables Trust shall be permitted except in accordance with Clauses 3.7 and 4.2(a) and (ii) of the Trust Cash Management Agreement. 3. The entries in the Trust Certificate Register shall be conclusive in the absence of manifest error and the Trust Cash Manager and the Receivables Trustee shall be entitled to treat [each of]* Barclays Bank PLC [and [ ]] (as the person[s] in whose name[s] this Transferor Certificate is [jointly]* registered) as the owner hereof and the person[s] beneficially entitled to Trust Property as a consequence thereof [to the extent of their pro rata share specified below:] [The pro rata share of each of Barclays Bank PLC and [o] is as follows: Barclays Bank PLC [o]% [ ] [o]%] 4. Unless the Certificate of Authentication hereon has been executed by or on behalf of the Receivables Trustee by manual signature, [neither]* Barclays Bank PLC [nor [ ]] shall [not]* be registered in the Trust Certificate Register as holder of this Transferor Certificate.

RELIANCE ON PROCEDURES OF TRUST CASH MANAGER. o The Receivables Trustee shall be entitled to consider due performance of a set of procedures for calculations and allocations operated by the Trust Cash Manager or any Co-Trust Cash Manager as conclusive evidence that it has acted in a manner consistent with the principles set out in this Schedule when performing its duties under the Receivables Trust. SCHEDULE 2 FORM OF DEFAULTED ACCOUNTS INSTRUCTION NOTICE To: Receivables Trustee From: [Beneficiary] Date: DEFAULTED ACCOUNTS INSTRUCTION NOTICE Capitalised terms used in this Notice are defined in the Master Definitions Schedule dated 23 November 1999 between the Transferor, the Receivables Trustee and the Investor Beneficiary unless otherwise specified. We have been notified that certain Designated Accounts have become Defaulted Accounts during the Monthly Period which commenced on [date]. The balance of Receivables in such Defaulted Accounts is [(pound)o] (the "DEFAULTED RECEIVABLES"). We hereby instruct you to enter into an agreement to assign the Defaulted Receivables for such consideration as may be agreed with the assignee, Provided that the consideration shall be payable in respect of Monthly Periods and shall be paid into the Trustee Collection Account on the Transfer Date relating to each relevant Monthly Period. If it is not possible to enter into an agreement to assign the Defaulted Receivables as specified above you shall notify us accordingly and request further instructions. ------------------------------ [Beneficiary] EXHIBIT A FORM OF TRANSFEROR CERTIFICATE GRACECHURCH RECEIVABLES TRUSTEE LIMITED (incorporated in Jersey having its registered office at Xxxxxxxx XxxxxNormandy House, Xxxxxxxxx XxxxxxGrenville Street, Xx. XxxxxxSt. Helier, Xxxxxx XX0 0XXJersey JE2 4UF) THIS CERTIFICATE SHALL BE AUTHENTICATED AND RETAINED OUTSIDE THE UNITED CXXXXXXXXXX XXXXX XX XXXXXXXXXXXXX XXX XXXXXXXX XXXXXXX XXX XNITED KINGDOM RECEIVABLES TRUST Transferor Certificate Evidencing an undivided interest and other interests in the trust constituted by the Declaration of Trust dated 1 November 1999, amended and restated as a Declaration of Trust and Trust Cash Management Agreement pursuant to a Deed of Amendment and Restatement dated 23 November 1999, between Gracechurch Receivables Trustee Limited, Barclays Bank PLC and Barclaycard Funding PLC (the "DECLARATION OF TRUST AND TRUST CASH MANAGEMENT AGREEMENT") NOT AN INTEREST IN OR OBLIGATION OF BARCLAYS BANK PLC OR ANY AFFILIATE THEREOF This Certificate certifies that [each of]* Barclays Bank PLC [and [ [_____]]* is a Beneficiary of the Receivables Trust and as such is beneficially entitled to Trust Property in the amount and in the manner set out in the Declaration of Trust and Trust Cash Management Agreement as supplemented by any Accession Notice and any Supplement to the Declaration of Trust and Trust Cash Management Agreement executed from time to time in respect of any additional Series. Terms defined in the Master Definitions Schedule dated _______________ 1999 shall have the same meaning in this Transferor Certificate. PLEASE NOTE THE FOLLOWING: 1. The Transferor Certificate is in registered form and evidences the [aggregate]* beneficial entitlement of [each of]* Barclays Bank PLC [and [ [_____]]* in the Receivables Trust. 2. No transfer of this Transferor Certificate or Disposal of the aggregate beneficial entitlement of Barclays Bank PLC [or [ [_____]]* in the Receivables Trust shall be permitted except in accordance with Clauses 3.7 and 4.2(a) and (ii) of the Trust Cash Management Agreement. 3. The entries in the Trust Certificate Register shall be conclusive in the absence of manifest error and the Trust Cash Manager and the Receivables Trustee shall be entitled to treat [each of]* Barclays Bank PLC [and [ ]] (as the person[s] in whose name[s] this Transferor Certificate is [jointly]* registered) as the owner hereof and the person[s] beneficially entitled to Trust Property as a consequence thereof [to the extent of their pro rata share specified below:] [The pro rata share of each of Barclays Bank PLC and [o] is as follows: Barclays Bank PLC [o]% [ [_____] [o]%] 4. Unless the Certificate of Authentication hereon has been executed by or on behalf of the Receivables Trustee by manual signature, [neither]* Barclays Bank PLC [nor [ [_____]] shall [not]* be registered in the Trust Certificate Register as holder of this Transferor Certificate.

RELIANCE ON PROCEDURES OF TRUST CASH MANAGER. o The Receivables Trustee shall be entitled to consider due performance of a set of procedures for calculations and allocations operated by the Trust Cash Manager or any Co-Trust Cash Manager as conclusive evidence that it has acted in a manner consistent with the principles set out in this Schedule when performing its duties under the Receivables Trust. SCHEDULE 2 FORM OF DEFAULTED ACCOUNTS INSTRUCTION NOTICE To: Receivables Trustee From: [Beneficiary] Date: DEFAULTED ACCOUNTS INSTRUCTION NOTICE Capitalised terms used in this Notice are defined in the Master Definitions Schedule dated 23 November 1999 between the Transferor, the Receivables Trustee and the Investor Beneficiary unless otherwise specified. We have been notified that certain Designated Accounts have become Defaulted Accounts during the Monthly Period which commenced on [date]. The balance of Receivables in such Defaulted Accounts is [(pound)o[GBP]__] (the "DEFAULTED RECEIVABLES"). We hereby instruct you to enter into an agreement to assign the Defaulted Receivables for such consideration as may be agreed with the assignee, Provided that the consideration shall be payable in respect of Monthly Periods and shall be paid into the Trustee Collection Account on the Transfer Date relating to each relevant Monthly Period. If it is not possible to enter into an agreement to assign the Defaulted Receivables as specified above you shall notify us accordingly and request further instructions. ------------------------------ ______________________________ [Beneficiary] EXHIBIT A FORM OF TRANSFEROR CERTIFICATE GRACECHURCH RECEIVABLES TRUSTEE LIMITED (incorporated in Jersey having its registered office at Xxxxxxxx XxxxxNormandy House, Xxxxxxxxx XxxxxxGrenville Street, Xx. XxxxxxSt. Helier, Xxxxxx XX0 0XXJersey JE2 4UF) THIS CERTIFICATE SHALL BE AUTHENTICATED AND RETAINED OUTSIDE THE UNITED CXXXXXXXXXX XXXXX XX XXXXXXXXXXXXX XXX XXXXXXXX XXXXXXX XXX XNITED KINGDOM RECEIVABLES TRUST Transferor Certificate Evidencing an undivided interest and other interests in the trust constituted by the Declaration of Trust dated 1 November 1999, amended and restated as a Declaration of Trust and Trust Cash Management Agreement pursuant to a Deed of Amendment and Restatement dated 23 November 1999, between Gracechurch Receivables Trustee Limited, Barclays Bank PLC and Barclaycard Funding PLC (the "DECLARATION OF TRUST AND TRUST CASH MANAGEMENT AGREEMENT") NOT AN INTEREST IN OR OBLIGATION OF BARCLAYS BANK PLC OR ANY AFFILIATE THEREOF This Certificate certifies that [each of]* Barclays Bank PLC [and [ ]]* is a Beneficiary of the Receivables Trust and as such is beneficially entitled to Trust Property in the amount and in the manner set out in the Declaration of Trust and Trust Cash Management Agreement as supplemented by any Accession Notice and any Supplement to the Declaration of Trust and Trust Cash Management Agreement executed from time to time in respect of any additional Series. Terms defined in the Master Definitions Schedule dated 1999 shall have the same meaning in this Transferor Certificate. PLEASE NOTE THE FOLLOWING: 1. The Transferor Certificate is in registered form and evidences the [aggregate]* beneficial entitlement of [each of]* Barclays Bank PLC [and [ ]]* in the Receivables Trust. 2. No transfer of this Transferor Certificate or Disposal of the aggregate beneficial entitlement of Barclays Bank PLC [or [ ]]* in the Receivables Trust shall be permitted except in accordance with Clauses 3.7 and 4.2(a) and (ii) of the Trust Cash Management Agreement. 3. The entries in the Trust Certificate Register shall be conclusive in the absence of manifest error and the Trust Cash Manager and the Receivables Trustee shall be entitled to treat [each of]* Barclays Bank PLC [and [ ]] (as the person[s] in whose name[s] this Transferor Certificate is [jointly]* registered) as the owner hereof and the person[s] beneficially entitled to Trust Property as a consequence thereof [to the extent of their pro rata share specified below:] [The pro rata share of each of Barclays Bank PLC and [o"] is as follows: Barclays Bank PLC [o]% "]% [ ] [o]%"]%] 4. Unless the Certificate of Authentication hereon has been executed by or on behalf of the Receivables Trustee by manual signature, [neither]* ] Barclays Bank PLC [nor [ ]] shall [not]* be registered in the Trust Certificate Register as holder of this Transferor Certificate.

RELIANCE ON PROCEDURES OF TRUST CASH MANAGER. The Receivables Trustee shall be entitled to consider due performance of a set of procedures for calculations and allocations operated by the Trust Cash Manager or any Co-Trust Cash Manager as conclusive evidence that it has acted in a manner consistent with the principles set out in this Schedule when performing its duties under the Receivables Trust. SCHEDULE 2 FORM OF DEFAULTED ACCOUNTS INSTRUCTION NOTICE To: Receivables Trustee From: [Beneficiary] Date: DEFAULTED ACCOUNTS INSTRUCTION NOTICE Capitalised terms used in this Notice are defined in the Master Definitions Schedule dated 23 November 1999 between the Transferor, the Receivables Trustee and the Investor Beneficiary unless otherwise specified. We have been notified that certain Designated Accounts have become Defaulted Accounts during the Monthly Period which commenced on [date]. The balance of Receivables in such Defaulted Accounts is [(pound)opound).] (the "DEFAULTED RECEIVABLES"). We hereby instruct you to enter into an agreement to assign the Defaulted Receivables for such consideration as may be agreed with the assignee, Provided that the consideration shall be payable in respect of Monthly Periods and shall be paid into the Trustee Collection Account on the Transfer Date relating to each relevant Monthly Period. If it is not possible to enter into an agreement to assign the Defaulted Receivables as specified above you shall notify us accordingly and request further instructions. ------------------------------ [Beneficiary] EXHIBIT A FORM OF TRANSFEROR CERTIFICATE GRACECHURCH RECEIVABLES TRUSTEE LIMITED (incorporated in Jersey having its registered office at Xxxxxxxx XxxxxNormandy House, Xxxxxxxxx XxxxxxGrenville Street, Xx. XxxxxxSt. Helier, Xxxxxx XX0 0XXJersey JE2 4UF) THIS CERTIFICATE SHALL BE AUTHENTICATED AND RETAINED OUTSIDE THE UNITED CXXXXXXXXXX XXXXX XX XXXXXXXXXXXXX XXX XXXXXXXX XXXXXXX XXX XNITED KINGDOM RECEIVABLES TRUST Transferor Certificate Evidencing an undivided interest and other interests in the trust constituted by the Declaration of Trust dated 1 November 1999, amended and restated as a Declaration of Trust and Trust Cash Management Agreement pursuant to a Deed of Amendment and Restatement dated 23 November 1999, between Gracechurch Receivables Trustee Limited, Barclays Bank PLC and Barclaycard Funding PLC (the "DECLARATION OF TRUST AND TRUST CASH MANAGEMENT AGREEMENT") NOT AN INTEREST IN OR OBLIGATION OF BARCLAYS BANK PLC OR ANY AFFILIATE THEREOF This Certificate certifies that [each of]* Barclays Bank PLC [and [ ]]* is a Beneficiary of the Receivables Trust and as such is beneficially entitled to Trust Property in the amount and in the manner set out in the Declaration of Trust and Trust Cash Management Agreement as supplemented by any Accession Notice and any Supplement to the Declaration of Trust and Trust Cash Management Agreement executed from time to time in respect of any additional Series. Terms defined in the Master Definitions Schedule dated 1999 shall have the same meaning in this Transferor Certificate. PLEASE NOTE THE FOLLOWING: 1. The Transferor Certificate is in registered form and evidences the [aggregate]* beneficial entitlement of [each of]* Barclays Bank PLC [and [ ]]* in the Receivables Trust. 2. No transfer of this Transferor Certificate or Disposal of the aggregate beneficial entitlement of Barclays Bank PLC [or [ ]]* in the Receivables Trust shall be permitted except in accordance with Clauses 3.7 and 4.2(a) and (ii) of the Trust Cash Management Agreement. 3. The entries in the Trust Certificate Register shall be conclusive in the absence of manifest error and the Trust Cash Manager and the Receivables Trustee shall be entitled to treat [each of]* Barclays Bank PLC [and [ ]] (as the person[s] in whose name[s] this Transferor Certificate is [jointly]* registered) as the owner hereof and the person[s] beneficially entitled to Trust Property as a consequence thereof [to the extent of their pro rata share specified below:] [The pro rata share of each of Barclays Bank PLC and [o] is as follows: Barclays Bank PLC [o]% [ ] [o]%] 4. Unless the Certificate of Authentication hereon has been executed by or on behalf of the Receivables Trustee by manual signature, [neither]* Barclays Bank PLC [nor [ ]] shall [not]* be registered in the Trust Certificate Register as holder of this Transferor Certificate.