Representations and Warranties of Backup Servicer Sample Clauses

Representations and Warranties of Backup Servicer. The Backup Servicer makes the following representations and warranties on which the Trust shall be deemed to have relied in accepting the Trust Property. The representations and warranties speak as of the execution and delivery of this Agreement and shall survive the sale, transfer, assignment and conveyance of the Trust Property to the Trust pursuant to this Agreement and the pledge of the Trust Property to the Indenture Trustee pursuant to the Indenture:

Representations and Warranties of Backup Servicer. The Backup Servicer represents and warrants as of the date of execution and delivery of this Agreement (other than with respect to Section 2.2(f), which is as of the dates specified therein):

Representations and Warranties of Backup Servicer. The Backup Servicer, represents and warrants to each party hereto that: (a) The Backup Servicer is a national banking association duly organized, validly existing and in good standing under the laws of the jurisdiction of its organization. (b) The Backup Servicer has all requisite corporate or other power and has all governmental licenses, authorizations, consents, and approvals necessary to own its assets, carry on its business as now being or as proposed to be conducted and to perform the servicing obligations required pursuant to this Agreement. (c) The Backup Servicer is qualified to do business and is in good standing in all other jurisdictions in which the nature of the business conducted by it make such qualification necessary. (d) The Backup Servicer is in compliance in all material respects with all Requirements of Law. (e) There are no actions, suits, arbitrations, investigations or proceedings pending or to its knowledge threatened against the Backup Servicer which would materially and adversely affect its business and operations or the ability of the Backup Servicer to perform the obligations hereunder. (f) No authorizations, approvals or consents of, and no filings or registrations with, any Governmental Authority, or any other Person are necessary for the execution, delivery and performance by the Backup Servicer of this Agreement or for the legality, validity, or enforceability thereof against the Backup Servicer. (g) The execution and delivery of this Agreement will not conflict with or result in a breach of the charter or bylaws of the Backup Servicer, or any applicable law, rule or regulation, or any order, writ, injunction, or decree of any governmental authority, or any other material agreement or instrument to which the Backup Servicer is a party or by which it or its property is bound or affected. (h) The Backup Servicer is experienced in servicing subprime automobile retail installment contracts and has the ability to handle biweekly and/or irregular payments.

Representations and Warranties of Backup Servicer. By its execution and delivery of this Agreement, the Backup Servicer makes the following representations and warranties as of the date of this Agreement:

Representations and Warranties of Backup Servicer. 1. Backup Servicer is a national banking association in good standing under the laws of the United States, and has full corporate power and authority to enter into this Servicing Agreement and to carry out the provisions of this Servicing Agreement. Backup Servicer has all licenses, approvals and consents to conduct its business as contemplated by this Agreement, except to the extent that the failure to possess such licenses, approvals and consents does not have a material adverse effect on the ability of the Backup Servicer to perform its duties under this Servicing Agreement. 2. This Servicing Agreement and all other instruments or documents to be delivered hereunder or pursuant hereto, and the transactions contemplated hereby, have been duly authorized by all necessary corporate proceedings of Backup Servicer; this Servicing Agreement has been duly and validly executed and delivered by Backup Servicer; and, assuming due authorization, execution and delivery by Servicer, this Servicing Agreement is a valid and legally binding agreement of Backup Servicer enforceable in accordance with its terms. 3. The execution and delivery of this Servicing Agreement by Backup Servicer hereunder and the compliance by Backup Servicer with all provisions of this Servicing Agreement do not conflict with or violate any applicable law, regulation or order and do not conflict with or result in a breach of or default under any of the terms or provisions of any contract or agreement to which Backup Servicer is subject or by which it or its property is bound, nor does such execution, delivery or compliance violate the Certificate of Incorporation or Bylaws of Backup Servicer.

Representations and Warranties of Backup Servicer. The Backup Servicer hereby makes the following representations and warranties to the other parties hereto, on which the Indenture Trustee on behalf of itself and the Noteholders relies in accepting the Receivables in trust and authenticating the Notes and on which the Insurer relies in issuing the Note Policy. Unless otherwise specified, the representations and warranties are made as of the Closing Date and shall survive the transfer of interest in the Receivables hereunder to the Indenture Trustee.

Representations and Warranties of Backup Servicer. 17 C. SURVIVAL OF REPRESENTATIONS AND WARRANTIES . . . . . . . . . . . . . . . . . . . . . 18 VI. EVENTS OF SERVICING DEFAULT. . . . . . . . . . . . 18 VII. REMEDIES . . . . . . . . . . . . . . . . . . . . . 20

Representations and Warranties of Backup Servicer. Backup Servicer shall provide all Services with at least the same degree of care as that used by prudent mortgage servicing institutions which provide similar services. Backup Servicer warrants and represents that (a) it is duly organized and in good standing under applicable law; (b) it has the full power and authority to perform under this Agreement and under the Pooling Agreement, and (c) the execution and delivery of this Agreement will not conflict with or result in a breach of the terms and conditions of any other agreement to which Backup Servicer is a party. Backup Servicer further warrants and represents that any Services provided by Backup Servicer: (i) shall comply with all applicable laws, regulations, standards and codes, and (ii) shall otherwise fully conform in all respects to the Scope of Work document included as part of this Agreement. Backup Servicer shall promptly correct nonconforming Services at no additional charge.

Representations and Warranties of Backup Servicer. The Backup Servicer hereby makes the following representations and warranties to the other parties hereto, on which the Trustee on behalf of itself and the Certificateholders relies in accepting the Receivables in trust and executing and authenticating the Certificates. Unless otherwise specified, the representations and warranties are made as of the Closing Date and shall survive the sale, transfer and assignment of the Receivables to the Trustee.

Representations and Warranties of Backup Servicer. 17 C. SURVIVAL OF REPRESENTATIONS AND WARRANTIES................18 VI. EVENTS OF SERVICING DEFAULT...........18 VII. REMEDIES............................. 20 VIII. RESPONSIBILITY AND AUTHORITY OF SERVICER..............................20 IX. COLLECTIONS; LOCK-BOX ACCOUNT AND RELATED BANK ACCOUNTS.................21