Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 2023-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer. (b) The Standby Servicer shall review each Servicer’s Certificate and shall: (i) confirm that such Servicer’s Certificate is in a readable form; (ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and (iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate. (c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2023-1), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2023-1)
Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 20232024-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer.
(b) The Standby Servicer shall review each Servicer’s Certificate and shall:
(i) confirm that such Servicer’s Certificate is in a readable form;
(ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and
(iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate.
(c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1)
Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 2023-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer.
(b) The Standby Servicer shall review each Servicer’s Certificate and shall:
(i) confirm that such Servicer’s Certificate is in a readable form;
(ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and
(iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate.
(c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-4), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-4)
Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 2023-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer.
(b) The Standby Servicer shall review each Servicer’s Certificate and shall:
(i) confirm that such Servicer’s Certificate is in a readable form;
(ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and
(iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate.
(c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.. 12 Sale and Servicing Agreement (BLAST 2024-3)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-3), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-3)
Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 2023-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer.
(b) The Standby Servicer shall review each Servicer’s Certificate and shall:
(i) confirm that such Servicer’s Certificate is in a readable form;
(ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and
(iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate.
(c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.. 12 Sale and Servicing Agreement (BLAST 2024-2)
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2), Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)
Standby Servicer’s Verification of Servicer’s Certificate. (a) No later than the second (2nd) Business Day after each Determination Date, the Servicer will deliver to the Standby Servicer an electronic file in a format acceptable to the Standby Servicer (the “Electronic File”) containing information with respect to the Receivables as of the close of business on the last day of the related Collection Period containing the information necessary for preparation of the Servicer’s Certificate. The Standby Servicer shall verify the information specified in Section 3.14(b) contained in the Servicer’s Certificate delivered by the Servicer based solely on a recalculation of the information contained in the Servicer’s Certificate, and the Standby Servicer shall notify the Servicer on or before the fifth (5th) Business Day following the Determination Date of any discrepancies. In the event that the Standby Servicer reports any discrepancies, the Servicer and the Standby Servicer shall attempt to reconcile such discrepancies within two (2) Business Days of the report of such discrepancies, but in the absence of a reconciliation, the Servicer’s Certificate shall control for the purpose of calculations and distributions with respect to the related Payment Date. In the event that the Standby Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer’s Certificate by the related Payment Date, the Servicer shall cause a firm of independent certified public accountants, at the Servicer’s expense, to audit the Servicer’s Certificate and, prior to the fifth (5th) calendar day of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer’s Certificate for the succeeding Determination Date. Other than the duties specifically set forth in this Agreement, the Standby Servicer shall have no obligations hereunder, including to supervise, verify, monitor or administer the performance of the Servicer. The Standby Servicer shall have no liability for 11 Sale and Servicing Agreement (BLAST 2023-1) any actions taken or omitted by the Servicer. The duties and obligations of the Standby Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations (including any implied duty to enforce another party’s obligations if the Transaction Documents do no not assign such responsibility to another party) shall be read into this Agreement against the Standby Servicer.
(b) The Standby Servicer shall review each Servicer’s Certificate and shall:
(i) confirm that such Servicer’s Certificate is in a readable form;
(ii) load the Electronic File received from the Servicer pursuant to Section 3.14(a), confirm that such Electronic File is in a readable form and the Pool Balance provided in such Electronic File conforms with the Pool Balance as reflected on the Servicer’s Certificate; and
(iii) confirm that the Servicer’s Certificate includes each item required pursuant to Section 4.4(a) and each item listed in Section 4.4(a)(iii) through (xiv) and (xvi) is accurate based solely on a recalculation of the information contained in the Servicer’s Certificate.
(c) Notwithstanding the foregoing, if the Electronic File or the Servicer’s Certificate does not contain sufficient information for the Standby Servicer to perform any action hereunder, the Standby Servicer shall promptly notify the Servicer of any additional information to be delivered by the Servicer to the Standby Servicer, and the Standby Servicer and the Servicer shall mutually agree upon the form thereof; provided, however, that the Standby Servicer shall not be liable for the performance of any action unable to be taken hereunder without such additional information until it is received from the Servicer. In the performance of its duties hereunder, the Standby Servicer shall be entitled to conclusively rely on the Servicer’s Certificate or written notice with respect to the occurrence of any Event of Default or other event which affects the verification obligations of the Standby Servicer, with no duty to independently verify the information therein or confirm whether any such event has occurred or otherwise make any determination with respect thereto.The
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Auto Funding LLC)