Common use of SERVICING PROCEDURES Clause in Contracts

SERVICING PROCEDURES. (a) The Master Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to execute and deliver, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the Securities and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shall, at its cost and expense and as agent for the Company, collect, and in accordance with the Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such change. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling and Servicing Agreements, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer or a Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plc."

SERVICING PROCEDURES. (a) The Master Servicer shall, subject to the directions, if any, of the Company, manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and the charging off of any Receivables as uncollectible, all in accordance with all Requirements of Law, the Policies and all the terms and provisions of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Documents. The Servicer shall exercise the same care and apply the same policies with respect to the collection of the Receivables that it would exercise and apply if it owned such Receivables, all with reasonable care and diligence and otherwise in accordance with the foregoing requirements. Without limiting the generality of the foregoing and subject to Section 6.01SECTION 6.1, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to give direction to the Trustee with respect to withdrawals from, and payments to, the Collection Account in accordance with the Required Reports and as otherwise specified in the Pooling and Servicing Agreements, (ii) to execute and deliver, on behalf of the Trust for the benefit of the Investor Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables andall in accordance with the Policies, (iii) after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to such Receivables and (iiiv) to make any filings, refilings, reports, notices, applications, applications and registrations with, and to seek any consents or authorizations from from, the Securities SEC and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master The Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shallwill, at its cost and expense and as agent for the Company, the Trust and the Investor Certificateholders, use its best efforts to collect, consistent with its past practices and in accordance with the all Requirements of Law and Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall will not make any material change changes that deviate from the Policies in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such changeSection 4.6(b). In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the CompanyCompany and the Trust for the benefit of the Investor Certificateholders, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisableadvisable in accordance with the Policies. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, entitled to xxx thereon in (i) in its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheldwithheld or delayed), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that which would make the Company, the Trustee, any Funding Agent Trustee or any the Investor Certificateholder Certificateholders a party to any litigation without the express prior written consent of such Person. (c) Without limiting the generality of the foregoing and subject to SECTION 6.2, with the prior written consent of the Trustee, the Servicer is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with the Policies. The Servicer shall notify the Company, the Trustee and any Rating Agency of the appointment of a designee as provided for herein; provided, however, that, in the event that such delegation would reasonably be expected to adversely affect the ability of the Trustee or the Servicer to perform its obligations in the manner contemplated by any Pooling and Servicing Agreement, or otherwise to have a material adverse effect upon the Receivables taken as a whole, the Servicer shall give prior written notice to the Company, the Trustee, each Agent and the applicable Rating Agencies, if any, of any such delegation, and prior to such delegation's being effective, the Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and shall have obtained the consent of the Company and each Agent to such delegation. No delegation of duties by the Servicer permitted hereunder will relieve the Servicer of its liability and responsibility with respect to such duties. Any agreement for the delegation of such duties shall be deemed to be between the parties to such agreement alone and the Trustee and holders of Investor Certificates shall not be deemed parties thereto and shall have no obligations, duties or liabilities with respect to any party to whom such duties are delegated. If at any time a Successor Servicer shall be appointed hereunder pursuant to Section 6.2, all duties and responsibilities theretofore delegated by the Servicer to any designee may, at the discretion of the Trustee, be terminated forthwith on notice given by the Trustee to the designee and the Company. (d) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company and, subsequently, to the Trust, which are separate from the procedures, offices, employees and accounts used by the Master Servicer or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or shall maintain reasonable and customary fidelity bond coverage insuring against losses through wrongdoing of its designee officers and employees who are involved in the servicing of the Receivables, including, without limitation, depositor's forgery. (f) The Servicer shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts contracts, if any, relating to the Receivables and the Policies, except insofar as any failure to so comply or perform would not reasonably be expected to have a Material Adverse Effect. (fg) The Master Servicer or its designee shall not take any no action to cause any U.S. Receivable not then outstanding to be evidenced by any "instrument" (other than an instrument which constitutes or which does not constitute together with a security agreement constitutes "chattel paper" (each as defined under in the UCC as in effect in any state in which the Company's or the applicable UCC Seller's chief executive office or other similar applicable law, statute or legislation) upon origination books and records relating to become evidenced by an "instrument" or become "chattel paper" such Receivable are located and the Master Servicer UCC as in effect in each such Person's jurisdiction of organization)) or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, form except in connection with its enforcement or collection of such a Defaulted Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under , in which event the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, practicable but in no event more than three (3) calendar five days after the execution thereof or (ii) immediately stamp thereof. The Servicer shall hold any chattel paper evidencing a Receivable as custodian for the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcTrustee."

SERVICING PROCEDURES. (a) The Master Each Servicer shall manage the servicing and administration of its Serviced Receivables, the collection of payments due under such Serviced Receivables and charging off of any such Serviced Receivables as uncollectible, all in accordance with its Policies and the terms of the Pooling and Servicing Agreements. Each Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, each Servicer or its designee, with respect to its Serviced Receivables, and the Master Servicer or its designee designee, with respect to all Receivables, is hereby ------------ authorized and empowered (i) to execute and deliver, on behalf of the Trust for the benefit of the Holders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any such Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables such Receivable and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, Federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.026.01, the Master Servicer Amended and Restated Servicing Agreement 6 or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts from, and payments to to, the Company Receipts Accounts (which directions may be Collection Account in accordance with the form of a Daily Report) Report and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Each Servicer or its designee shall, at its cost and expense and as agent for the CompanyCompany and the Trust, use its best efforts to collect, and in accordance consistent with the Policiesits past practices, as and when the same becomes due, the amount owing on each Serviced Receivable. The Master No Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the its Policies, except as expressly permitted by the terms of the any applicable Pooling and Servicing Agreements Agreement and after giving written notice to the Trustee of any such changeTrustee. In the event of default under any Receivable, the Master Responsible Servicer or its designee shall have the power and authority, on behalf of the CompanyCompany and the Trust, for the benefit of the Holders, to take such action in respect of such Receivable as the Master such Responsible Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Responsible Servicer or its designee shall be entitled, but not required, entitled to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master any Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder Holder a party to any litigation without the express prior written consent of such Person. (d) Without limiting the generality of the foregoing and subject to Section 6.01, each Servicer is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Serviced Receivables to a Person who agrees to conduct such duties in accordance with such Servicer's Policies; provided, however, that such Servicer shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation relating to a material duty prior to such delegation being effective, such Servicer shall have Amended and Restated Servicing Agreement 7 received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and the consent of the Company, the Trustee and each Agent to such delegation shall have been obtained. No delegation of duties by any Servicer permitted hereunder shall relieve such Servicer of its liability and responsibility with respect to such duties. (e) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee nor the Liquidation no Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Serviced Receivables transferred to the Company (and, subsequently, to the Trust) from the procedures, offices, employees and accounts used by the Master such Servicer or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (ef) The Master Each Servicer shall maintain fidelity bond or other coverage insuring against losses through wrongdoing of its designee officers and employees who are involved in the servicing of the Serviced Receivables, including depositor's forgery, in an amount and breadth of coverage satisfactory to the Rating Agencies and each Agent. Each Servicer shall, upon reasonable prior notice, and as often as may reasonably be requested by any Agent, provide evidence to such Agent of such coverage. (g) Each Servicer shall comply with and perform its servicing obligations with respect to the Serviced Receivables in accordance with the Contracts contracts, if any, relating to the Serviced Receivables and the its Policies. (fh) The Master No Servicer or its designee shall not take any action to cause any U.S. Serviced Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under in the applicable UCC or other similar applicable law, statute or legislationas in effect in the State of New York) upon origination to become evidenced by an "instrument" or become "chattel paper" instrument and the Master no Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its Amended and Restated Servicing Agreement 8 enforcement or collection of a Serviced Receivable, in which event such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar five days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable thereof; provided that any origination of Receivables by any Servicer, in red its capacity as a Seller, in compliance with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcapplicable Pooling and Servicing Agreements shall not constitute a breach of this subsection 2.02(h)."

SERVICING PROCEDURES. (a) The Master Servicer shall manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and charging off of any Receivables as uncollectible, all in accordance with its Policies and the terms of the Pooling and Servicing Agreements. The Servicer Servicing Agreement 4 shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01Section6.01, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to execute and deliver, on behalf of the Trust for the benefit of the Holders, any and all instruments of satisfaction or cancellationcancelation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables such Receivable and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from from, the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, Federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.026.01, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts from, and payments to to, the Company Receipts Accounts (which directions may be Collection Account in accordance with the form of a Daily Report) Report and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shall, at its cost and expense and as agent for the CompanyCompany and the Trust, use its best efforts to collect, and in accordance consistent with the Policiesits past practices, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the its Policies, except as expressly permitted by the terms of the any applicable Pooling and Servicing Agreements Agreement and after giving written notice to the Trustee of any such changeTrustee. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the CompanyCompany and the Trust, for the benefit of the Holders, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, entitled to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Servicing Agreement 5 Company, the Trustee, any Funding Agent or any Investor Certificateholder Holder a party to any litigation without the express prior written consent of such Person. (d) Without limiting the generality of the foregoing and subject to Section 6.01, the Servicer is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with its Policies; provided, however, that the Servicer shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation relating to a material duty prior to such delegation being effective, the Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and the consent of the Company, the Trustee and each Agent to such delegation shall have been obtained. No delegation of duties by the Servicer permitted hereunder shall relieve the Servicer of its liability and responsibility with respect to such duties. (e) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company (and, subsequently, to the Trust) from the procedures, offices, employees and accounts used by the Master Servicer or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (ef) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts contracts, if any, relating to the Receivables and its Policies except insofar as any failure to so comply or perform would not have a Material Adverse Effect with respect to the PoliciesServicer. (fg) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under in the applicable UCC or other similar applicable law, statute or legislationas in effect in the State of New York) upon origination to become evidenced by an "instrument" or become "chattel paper" instrument and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such a Defaulted Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under , in which event the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar five days after execution thereof or (ii) immediately stamp thereof; provided that any origination of Receivables by the Contract relating to such Receivable Servicer, in red its capacity as the Seller, in compliance with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcapplicable Pooling and Servicing Agreements shall not constitute a breach of this subsection 2.02(h)."

SERVICING PROCEDURES. (a) The Master Servicer shall, subject to the directions, if any, of the Company, manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and the charging off of any Receivables as uncollectible, all in accordance with all Requirements of Law, the Policies and all the terms and provisions of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Documents. The Servicer shall exercise the same care and apply the same policies with respect to the collection of the Receivables that it would exercise and apply if it owned such Receivables, all with reasonable care and diligence and otherwise in accordance with the foregoing requirements. Without limiting the generality of the foregoing and subject to Section 6.016.1, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to give direction to the Trustee with respect to withdrawals from, and payments to, the Collection Account and/or the Collection Concentration Account in accordance with the Required Reports and as otherwise specified in the Pooling and Servicing Agreements, (ii) to execute and deliver, on behalf of the Trust for the benefit of the Investor Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to such Receivables and (iiiii) to make any filings, refilings, reports, notices, applications, applications and registrations with, and to seek any consents or authorizations from from, the Securities SEC and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shall, at its cost and expense and as agent for the Company, collect, and in accordance with the Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such change. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling and Servicing Agreements, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer or a Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plc."

SERVICING PROCEDURES. (a) The Master Servicer shall manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and the charging off of any Receivables as uncollectible, all in accordance with the Policies and all the terms and provisions of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.016.1, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to give direction to the Trustee with respect to withdrawals from, and payments to, the Collection Account and/or the Collection Concentration Account in accordance with the Daily Report and as otherwise specified in the Pooling and Servicing Agreements, (ii) to execute and deliver, on behalf of the Trust for the benefit of the Investor Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to such Receivables and (iiiii) to make any filings, refilings, reports, notices, applications, applications and registrations with, and to seek any consents or authorizations from from, the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Each Servicing Agreements. (c) The Master Servicer or its designee shallParty will, at its cost and expense and as agent for the Company, the Trust and the Investor Certificateholders, use its best efforts to collect, and in accordance consistent with the Policiesits past practices, as and when the same becomes due, the amount owing on each ReceivableReceivable with respect to which it is the Servicing Party. The Master Servicer or its designee shall not No Servicing Party will make any material change changes that deviate from the Policies in its administrative, servicing and collection systems that deviates from the Policies, except (i) as expressly permitted by the terms of the any Pooling and Servicing Agreements Agreement and (ii) after giving written notice to the Trustee and the Rating Agencies of any such change. In the event of default under any Receivable, the Master Servicer or its designee responsible Servicing Party shall have the power and authority, on behalf of the CompanyCompany and the Trust for the benefit of the Investor Certificateholders, to take such action in respect of such Receivable as the Master Servicer or its designee such Servicing Party may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee relevant Servicing Party shall be entitled, but not required, entitled to xxx thereon in (i) in its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee any Servicing Party be entitled to take any action that which would make the Company, the Trustee, any Funding Agent Trustee or any the Investor Certificateholder Certificateholders a party to any litigation without the express prior written consent of such Person. (c) Without limiting the generality of the foregoing and subject to Section 6.2, each Servicing Party is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with the Policies. Such Servicing Party shall notify the Company, the Trustee and any Rating Agency of the appointment of a designee as provided for herein; PROVIDED, HOWEVER, that, in the event that such delegation would reasonably be expected to adversely affect the ability of such Servicing Party or the Servicer to perform its obligations in the manner contemplated by any Pooling and Servicing Agreement, or otherwise to have a material adverse effect upon the Receivables taken as a whole, such Servicing Party shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation, and prior to such delegation's being effective, such Servicing Party and the Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and shall have obtained the consent of the Company and each Agent to such delegation. No delegation of duties by a Servicing Party permitted hereunder will relieve such Servicing Party or the Servicer of its liability and responsibility with respect to such duties. (d) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee any Servicing Party nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company and, subsequently, to the Trust, which are separate from the procedures, offices, employees and accounts used by the Master Servicer such Servicing Party or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or Each Servicing Party shall maintain reasonable and customary fidelity bond coverage insuring against losses through wrongdoing of its designee officers and employees who are involved in the servicing of the Receivables, including, without limitation, depositor's forgery. (f) Each Servicing Party shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts contracts, if any, relating to the Receivables and the Policies, except insofar as any failure to so comply or perform would not have a Material Adverse Effect with respect to the Servicer. (fg) The Master Servicer or its designee No Servicing Party shall not take any action to cause any U.S. Receivable not to be evidenced by any "instrument" (other than an instrument which constitutes or which does not constitute together with a security agreement constitutes "chattel paper" (each as defined under in the UCC as in effect in any state in which the Company's or the applicable UCC Seller's chief executive office or other similar applicable law, statute books and records relating to such Receivable are located)) or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, form except in connection with its enforcement or collection of a Defaulted Receivable, in which event such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee Servicing Party shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, practicable but in no event more than three (3) calendar 5 days after the execution thereof or (ii) immediately stamp thereof. Each Servicing Party shall hold any chattel paper evidencing a Receivable as custodian for the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcTrustee."

SERVICING PROCEDURES. (a) The Master Servicer shall have full power and authority, acting alone or through any party properly appointed or otherwise designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, the Master Servicer or and its designee is designees are hereby ------------ authorized and empowered (i) to execute and deliver, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the United States Securities and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust Collateral Agent as may be necessary or advisable to comply with any Federal, state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or and its designee is designees are hereby ------------ authorized and empowered to give written direction to the Trustee Collateral Agent with respect to transfers within and withdrawals from the Collection Account and the Company Concentration Accounts Account, if any, and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in this Agreement and the Pooling and Servicing AgreementsU.S. Receivables Loan Agreement. (c) The Master Servicer or and its designee designees shall, at its the Master Servicer’s own cost and expense and as agent for the Company, collect, and in accordance with the Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or and its designee designees shall not make any material change in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of this Agreement and the Pooling and Servicing Agreements U.S. Receivables Loan Agreement and after giving written notice to the Trustee Collateral Agent and the Administrative Agent of any such change. In the event of default under any Receivable, the Master Servicer or and its designee designees shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or and its designee designees may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or and any of its designee designees shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or any of its designee designees be entitled to take any action that would make the Company, the TrusteeCollateral Agent, any Funding Agent, the Administrative Agent or any Investor Certificateholder Lender a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling this Agreement and Servicing Agreementsthe U.S. Receivables Loan Agreement, neither the Master Servicer or Servicer, its designee designees nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer, any Local Servicer or a any Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or and its designee designees shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or and its designee designees shall not take any action to cause any U.S. Receivable not evidenced by any "“instrument" ” or which does not constitute "“chattel paper" ” (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "“instrument" ” or become "“chattel paper" ” and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "“instrument" ” or "“chattel paper" ” (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee Collateral Agent as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp appropriately xxxx the Contract relating to such Receivable in red with words substantially to the following effect: "“THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc PNC BANK, NATIONAL ASSOCIATION, AS TRUSTEE COLLATERAL AGENT PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING U.S. RECEIVABLES LOAN AGREEMENT, DATED AS OF DECEMBER 21OCTOBER 16, 20002009, BY, AMONG OTHERS, HUNTSMAN RECEIVABLES FINANCE, FINANCE II LLC, HUNTSMAN (EUROPE) BVBA INTERNATIONAL LLC AND CHASE MANHATTAN BANK (IRELAND) plcPNC BANK, NATIONAL ASSOCIATION."”

SERVICING PROCEDURES. (a) The Master Servicer Sales and Servicing Agent shall manage the servicing and collection of all Gross Receipts of Transferred Media Assets in accordance with its customary practices (which shall be consistent in all material respects with industry practices) and subject to the terms and provisions of this Agreement and the other Fundamental Documents. The Sales and Servicing Agent shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that collection which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Fundamental Documents. Without limiting the generality of the foregoing foregoing, and subject to Section 6.017.1 and the provisions of the Credit Agreement, the Master Servicer Sales and Servicing Agent or its designee is hereby ------------ authorized and empowered (i) to execute and deliver, on behalf of the Purchaser, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency Gross Receipts of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the Securities and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, state or foreign securities or reporting requirements or lawsTransferred Media Assets. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling The Sales and Servicing Agreements. (c) The Master Servicer or its designee shallAgent will, at its cost and expense and as agent for the CompanyPurchaser, use its commercially reasonable efforts to collect, consistent with its past practices and in accordance with the Policiesgood faith, as and when the same becomes become due, all amounts owed in respect of the amount owing on each ReceivableGross Receipts of Transferred Media Assets. The Master Servicer or its designee shall Sales and Servicing Agent will not make any material change changes that deviate from its customary practices in its administrative, servicing and collection systems that deviates from the Policies, relating to Gross Receipts of Transferred Media Assets except as expressly permitted or required by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such changeFundamental Document. In the event of any delinquency or any default under any Receivableamount due in respect of the Gross Receipts of Transferred Media Assets, the Master Servicer or its designee Sales and Servicing Agent shall have the power and authority, on behalf of the CompanyPurchaser, to the extent permitted under and in compliance with applicable requirements of law, to take such action in respect of such Receivable amount due as the Master Servicer or its designee Sales and Servicing Agent may deem advisable. In the enforcement or collection of any Receivablesuch amount, the Master Servicer or its designee Sales and Servicing Agent shall be entitled, but not required, entitled to xxx thereon in (i) in its own name or (ii) if, but only if, the Company Purchaser consents in writing (which consent shall not be unreasonably withheld), as agent for the CompanyPurchaser. In no event shall the Master Servicer or its designee Sales and Servicing Agent be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder Purchaser a party to any litigation without the express prior written consent of such Personthe Purchaser; provided that the Seller shall be entitled to take any action in the name of and on behalf of the Purchaser in connection with any claim to protect the rights of the Seller and the Purchaser in any intellectual property in which both the Purchaser and the Seller have rights. (dc) Except as provided in any Pooling The Sales and Servicing Agreements, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer Agent shall not be obligated to use separate servicing procedures, offices, employees or accounts for performing its servicing the Receivables transferred to the Company duties hereunder that are separate from the procedures, offices, employees and accounts used by the Master Servicer or a Successor Master Servicer, as the case may be, Sales and Servicing Agent in connection with its servicing of other receivablesmatters. (ed) The Master Servicer or its designee Sales and Servicing Agent shall comply with and perform its servicing obligations with respect to the Receivables amounts owed in respect of Gross Receipts of Transferred Media Assets in accordance with the Contracts Acquired Film Agreements, Distribution Agreements or Co-Financing Agreements (collectively, the "Media Rights Agreements"), as applicable, relating to the Receivables and the Policies. (f) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest amounts owed in any U.S. Receivable to be evidenced by any title documents in bearer formrespect of such Gross Receipts, except in connection with its enforcement insofar as any failure to so comply or collection of perform would not materially negatively affect the collectibility of, or materially decrease the amount of, such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcGross Receipts."

SERVICING PROCEDURES. (a) The Each Servicer shall manage the servicing and administration of the Serviced Receivables, the collection of payments due under such Serviced Receivables and charging off of any such Serviced Receivables as uncollectible, all in accordance with the Policies and the terms of the Pooling and Servicing Agreements; provided, however, if Ingrxx Xxxro Inc. is no longer the Master Servicer, the Master Servicer shall service the Receivables in accordance with the standards that would be employed by a prudent institution in servicing comparable receivables for its own account. Each Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.016.01 hereof, each Servicer or its designee with respect to its Serviced Receivables and the Master Servicer or its designee with respect to all Receivables is hereby ------------ authorized and empowered to (i) to execute and deliver, on behalf of the Trustee for the benefit of the Holders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from from, the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, Federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.026.01 hereof, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts from, and payments to to, the Company Receipts Accounts (which directions may be Collection Account in accordance with the form of a Daily Report) Report and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Each Servicer or its designee shall, at its cost and expense and as agent for the CompanyCompany and the Trustee, collect, and in accordance consistent with the Policiesits past practices, as and when the same becomes due, the amount all amounts owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the its Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such changeTrustee. In the event of a default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the CompanyCompany and the Trust, for the benefit of the Holders, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, to xxx thereon sue xxxreon in (i) its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder Holder a party to any litigation without the express prior written consent of such Person. (d) Without limiting the generality of the foregoing and subject to Section 6.01 hereof, each Servicer is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with the Policies; provided, however, that such Servicer shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation relating to a material duty prior to such delegation being effective, such Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and the consent of the Company, the Trustee and each Agent to such delegation shall have been obtained. No delegation of duties by a Servicer permitted hereunder shall relieve such Servicer of its liability and responsibility with respect to such duties. (e) Except as provided in any the Pooling and Servicing Agreements, neither the Master no Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Serviced Receivables transferred to the Company (and, subsequently, to the Trust) from the procedures, offices, employees and accounts used by the Master such Servicer or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (ef) The Master Each Servicer or its designee shall comply with and perform its servicing obligations with respect to the Serviced Receivables in accordance with the Contracts contracts, if any, relating to the Serviced Receivables and the Policies. (fg) The Master No Servicer or its designee shall not take any action to cause any U.S. Serviced Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under in the applicable UCC or other similar applicable law, statute or legislationas in effect in the State of New York) upon origination to become evidenced by an "instrument" or become "chattel paper" instrument and the Master no Servicer or its designee shall not take any action to cause any interest in any U.S. Serviced Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of a Serviced Receivable, in which event such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar five days after execution thereof or (ii) immediately stamp thereof; provided that any origination of Receivables by any Servicer, in its capacity as a Seller, in compliance with the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcPooling and Servicing Agreements shall not constitute a breach of this Section 2.02(g)."

SERVICING PROCEDURES. (a) The Master Servicer shall have full power and authority, acting alone or through any party properly appointed or otherwise designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, the Master Servicer or and its designee is designees are hereby ------------ authorized and empowered (i) to execute and deliver, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the United States Securities and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or and its designee is designees are hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or and its designee designees shall, at its the Master Servicer’s own cost and expense and as agent for the Company, collect, and in accordance with the Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or and its designee designees shall not make any material change in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such change. In the event of default under any Receivable, the Master Servicer or and its designee designees shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or and its designee designees may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or and any of its designee designees shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or any of its designee designees be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling and Servicing Agreements, neither the Master Servicer or Servicer, its designee designees nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer or a any Local Servicer or Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or and its designee designees shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or and its designee designees shall not take any action to cause any U.S. Receivable not evidenced by any "“instrument" ” or which does not constitute "“chattel paper" ” (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "“instrument" ” or become "“chattel paper" ” and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "“instrument" ” or "“chattel paper" ” (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp appropriately xxxx the Contract relating to such Receivable in red with words substantially to the following effect: "“THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN X.X. XXXXXX BANK (IRELAND) plc PLC, AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE SECOND AMENDED AND RESTATED POOLING AGREEMENT, DATED AS OF DECEMBER 21APRIL 18, 20002006, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN X.X. XXXXXX BANK (IRELAND) plcPLC."”

SERVICING PROCEDURES. (a) The Master Servicer shall, subject to the directions, if any, of the Company, manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and the charging off of any Receivables as uncollectible, all in accordance with all Requirements of Law, the Policies and all the terms and provisions of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Documents. The Servicer shall exercise the same care and apply the same policies with respect to the collection of the Receivables that it would exercise and apply if it owned such Receivables, all with reasonable care and diligence and otherwise in accordance with the foregoing requirements. Without limiting the generality of the foregoing and subject to Section 6.016.1, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to give direction to the Trustee with respect to withdrawals from, and payments to, the Collection Account and/or the Collection Concentration Account in accordance with the Required Reports and as otherwise specified in the Pooling and Servicing Agreements, (ii) to execute and deliver, on behalf of the Trust for the benefit of the Investor Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to such Receivables and (iiiii) to make any filings, refilings, reports, notices, applications, applications and registrations with, and to seek any consents or authorizations from from, the Securities SEC and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Each Servicing Agreements. (c) The Master Servicer or its designee shallParty will, at its cost and expense and as agent for the Company, the Trust and the Investor Certificateholders, use its best efforts to collect, consistent with its past practices and in accordance with the all Requirements of Law and Policies, as and when the same becomes due, the amount owing on each ReceivableReceivable with respect to which it is the Servicing Party. The Master Servicer or its designee shall not No Servicing Party will make any material change changes that deviate from the Policies in its administrative, servicing and collection systems that deviates from the Policies, except (i) as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such change. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling and Servicing Agreements, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer or a Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plc."Agreement and

SERVICING PROCEDURES. (a) The Master Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to execute and deliver, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from the Securities and Exchange Commission, any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shall, at its cost and expense and as agent for the Company, collect, and in accordance with the Policies, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the Policies, except as expressly permitted by the terms of the Pooling and Servicing Agreements and after giving written notice to the Trustee of any such change. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the Company, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder a party to any litigation without the express prior written consent of such Person. (d) Except as provided in any Pooling and Servicing Agreements, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company from the procedures, offices, employees and accounts used by the Master Servicer or a Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts relating to the Receivables and the Policies. (f) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under the applicable UCC or other similar applicable law, statute or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar days after execution thereof or (ii) immediately stamp the Contract relating to such Receivable in red with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO X.X. XXXXXX BANK (IRELAND) PLC, (F/K/A CHASE MANHATTAN BANK (IRELAND) plc PLC) AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE AMENDED AND RESTATED POOLING AGREEMENT, DATED AS OF DECEMBER 21JUNE 26, 20002001, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN X.X. XXXXXX BANK (IRELAND) plcPLC."

SERVICING PROCEDURES. (a) The Master Servicer shall manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and charging off of any Receivables as uncollectible, all in accordance with its Policies and the terms of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that it may deem necessary or desirable, but subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.01, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to execute and deliver, on behalf of the Trust for the benefit of the Holders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to Receivables such Receivable and (ii) to make any filings, reports, notices, applications, registrations with, and to seek any consents or authorizations from from, the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.026.01, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts from, and payments to to, the Company Receipts Accounts (which directions may be Collection Account in accordance with the form of a Daily Report) Report and as otherwise specified in the Pooling and Servicing Agreements. (c) The Master Servicer or its designee shall, at its cost and expense and as agent for the CompanyCompany and the Trust, use its best efforts to collect, and in accordance consistent with the Policiesits past practices, as and when the same becomes due, the amount owing on each Receivable. The Master Servicer or its designee shall not make any material change in its administrative, servicing and collection systems that deviates from the its Policies, except as expressly permitted by the terms of the any applicable Pooling and Servicing Agreements Agreement and after giving written notice to the Trustee of any such changeTrustee. In the event of default under any Receivable, the Master Servicer or its designee shall have the power and authority, on behalf of the CompanyCompany and the Trust, for the benefit of the Holders, to take such action in respect of such Receivable as the Master Servicer or its designee may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee shall be entitled, but not required, entitled to xxx thereon in (i) its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee be entitled to take any action that would make the Company, the Trustee, any Funding Agent or any Investor Certificateholder Holder a party to any litigation without the express prior written consent of such Person. (d) Without limiting the generality of the foregoing and subject to Section 6.01, the Servicer is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with its Policies; provided, however, that the Servicer shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation relating to a material duty prior to such delegation being effective, the Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and the consent of the Company, the Trustee and each Agent to such delegation shall have been obtained. No delegation of duties by the Servicer permitted hereunder shall relieve the Servicer of its liability and responsibility with respect to such duties. (e) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company (and, subsequently, to the Trust) from the procedures, offices, employees and accounts used by the Master Servicer or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (ef) The Master Servicer or its designee shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts contracts, if any, relating to the Receivables and its Policies except insofar as any failure to so comply or perform would not have a Material Adverse Effect with respect to the PoliciesServicer. (fg) The Master Servicer or its designee shall not take any action to cause any U.S. Receivable not evidenced by any "instrument" or which does not constitute "chattel paper" (each as defined under in the applicable UCC or other similar applicable law, statute or legislationas in effect in the State of New York) upon origination to become evidenced by an "instrument" or become "chattel paper" instrument and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, except in connection with its enforcement or collection of such a Defaulted Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under , in which event the applicable UCC), the Master Servicer or its designee shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, but in no event more than three (3) calendar five days after execution thereof or (ii) immediately stamp thereof; provided that any origination of Receivables by the Contract relating to such Receivable Servicer, in red its capacity as the Seller, in compliance with words substantially to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcapplicable Pooling and Servicing Agreements shall not constitute a breach of this subsection 2.02(h)."

SERVICING PROCEDURES. (a) The Master Servicer shall manage the servicing and administration of the Receivables, the collection of payments due under the Receivables and the charging off of any Receivables as uncollectible, all in accordance with the Policies and all the terms and provisions of the Pooling and Servicing Agreements. The Servicer shall have full power and authority, acting alone or through any party properly designated by it hereunder, to do any and all things in connection with such servicing and administration that which it may deem necessary or desirable, but at all times subject to the terms of this Agreement and the other Transaction Documents. Without limiting the generality of the foregoing and subject to Section 6.016.1, the Master Servicer or its designee is hereby ------------ authorized and empowered (i) to give direction to the Trustee with respect to withdrawals from, and payments to, the Collection Account (including the subaccounts thereof) in accordance with the Daily Report and as otherwise specified in the Pooling and Servicing Agreements, (ii) to execute and deliver, on behalf of the Trust for the benefit of the Investor Certificateholders, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables and, after the delinquency of any Receivable and to the extent permitted under and in compliance with the Policies and with applicable Requirements of Law, to commence enforcement proceedings with respect to such Receivables and (iiiii) to make any filings, refilings, reports, notices, applications, applications and registrations with, and to seek any consents or authorizations from from, the Securities and Exchange Commission, Commission and any state securities authority and any foreign securities authority on behalf of the Trust as may be necessary or advisable to comply with any Federal, federal or state or foreign securities or reporting requirements or laws. (b) Without limiting the generality of the foregoing and subject to Section 6.02, the Master Servicer or its designee is hereby ------------ authorized and empowered to give written direction to the Trustee with respect to transfers within and withdrawals from the Company Concentration Accounts and payments to the Company Receipts Accounts (which directions may be in the form of a Daily Report) and as otherwise specified in the Pooling and Each Servicing Agreements. (c) The Master Servicer or its designee Party shall, at its cost and expense and as agent for the Company, the Trust and the Investor Certificateholders, collect, consistent with its past practices and in accordance with the Policies, as and when the same becomes due, the amount owing on each ReceivableReceivable with respect to which it is the Servicing Party. The Master Servicer or its designee shall not No Servicing Party will make any material change changes that deviate from the Policies in its administrative, servicing and collection systems that deviates from the Policies, except (i) as expressly permitted by the terms of the any Pooling and Servicing Agreements Agreement and (ii) after giving written notice to the Trustee and the Rating Agencies of any such change. In the event of default under any Receivable, the Master Servicer or its designee responsible Servicing Party shall have the power and authority, on behalf of the CompanyCompany and the Trust for the benefit of the Investor Certificateholders, to take such action in respect of such Receivable as the Master Servicer or its designee such Servicing Party may deem advisable. In the enforcement or collection of any Receivable, the Master Servicer or its designee relevant Servicing Party shall be entitled, but not required, entitled to xxx thereon in (i) in its own name or (ii) if, but only if, the Company consents in writing (which consent shall not be unreasonably withheld), as agent for the Company. In no event shall the Master Servicer or its designee any Servicing Party be entitled to take any action that which would make the Company, the Trustee, any Funding Agent Trustee or any the Investor Certificateholder Certificateholders a party to any litigation without the express prior written consent of such Person. (c) Without limiting the generality of the foregoing and subject to Section 6.2, each Servicing Party is hereby authorized and empowered to delegate any or all of its servicing, collection, enforcement and administrative duties hereunder with respect to the Receivables to a Person who agrees to conduct such duties in accordance with the Policies. Such Servicing Party shall notify the Company, the Trustee and any Rating Agency of the appointment of a designee as provided for herein; PROVIDED, HOWEVER, that, in the event that such delegation would reasonably be expected to adversely affect the ability of such Servicing Party or the Servicer to perform its obligations in the manner contemplated by any Pooling and Servicing Agreement, or otherwise to have a material adverse effect upon the Receivables taken as a whole, such Servicing Party shall give prior written notice to the Company, the Trustee, each Agent and the Rating Agencies of any such delegation, and prior to such delegation's being effective, such Servicing Party and the Servicer shall have received notice that the Rating Agency Condition shall be satisfied after giving effect to such delegation and shall have obtained the consent of the Company and each Agent to such delegation. No delegation of duties by a Servicing Party permitted hereunder will relieve such Servicing Party or the Servicer of its liability and responsibility with respect to such duties. (d) Except as provided in any Pooling and Servicing AgreementsAgreement, neither the Master Servicer or its designee any Servicing Party nor the Liquidation Servicer or any Successor Master Servicer shall be obligated to use separate servicing procedures, offices, employees or accounts for servicing the Receivables transferred to the Company and, subsequently, to the Trust, which are separate from the procedures, offices, employees and accounts used by the Master Servicer such Servicing Party or a such Successor Master Servicer, as the case may be, in connection with servicing other receivables. (e) The Master Servicer or Each Servicing Party shall maintain reasonable and customary fidelity bond coverage insuring against losses through wrongdoing of its designee officers and employees who are involved in the servicing of the Receivables, including, without limitation, depositor's forgery. (f) Each Servicing Party shall comply with and perform its servicing obligations with respect to the Receivables in accordance with the Contracts contracts, if any, relating to the Receivables and the Policies, except insofar as any failure to so comply or perform would not have (a) a material impairment of the ability of the Servicer to perform its obligations under the Transaction Documents, (b) a material impairment of the validity or enforceability of any of the Transaction Documents against the Servicer, (c) a material impairment of the collectibility of the Receivables serviced by the Servicer taken as a whole or (d) a material impairment of the interests, rights or remedies of the Company under or with respect to the Transaction Documents or the Receivables taken as a whole (collectively, a "MATERIAL ADVERSE EFFECT"). (fg) The Master Servicer or its designee No Servicing Party shall not take any action to cause any U.S. Receivable not to be evidenced by any "instrument" (other than an instrument which constitutes or which does not constitute together with a security agreement constitutes "chattel paper" (each as defined under in the UCC as in effect in any state in which the Company's or the applicable UCC Seller's chief executive office or other similar applicable law, statute books and records relating to such Receivable are located)) or legislation) upon origination to become evidenced by an "instrument" or become "chattel paper" and the Master Servicer or its designee shall not take any action to cause any interest in any U.S. Receivable to be evidenced by any title documents in bearer form, form except in connection with its enforcement or collection of an Aged Receivable, in which event such Receivable. If any U.S. Receivable is evidenced by an "instrument" or "chattel paper" (as defined under the applicable UCC), the Master Servicer or its designee Servicing Party shall either (i) deliver such instrument or title documents to the Trustee as soon as reasonably practicable, practicable but in no event more than three (3) calendar 5 days after the execution thereof or (ii) immediately stamp thereof. Each Servicing Party shall comply with the Contract relating to such Receivable in red with words substantially provisions of Schedule 3 to the following effect: "THIS RECEIVABLE HAS BEEN PLEDGED TO CHASE MANHATTAN BANK (IRELAND) plc AS TRUSTEE PURSUANT TO THE TERMS AND CONDITIONS OF THE POOLING AGREEMENT, DATED AS OF DECEMBER 21, 2000, AMONG HUNTSMAN RECEIVABLES FINANCE, LLC, HUNTSMAN (EUROPE) BVBA AND CHASE MANHATTAN BANK (IRELAND) plcPooling Agreement with respect to any chattel paper evidencing a Receivable."