NISSAN MOTOR ACCEPTANCE CORPORATION NISSAN MASTER OWNER TRUST RECEIVABLES, SERIES 2005-A
EXHIBIT
20.2
NISSAN
MOTOR ACCEPTANCE CORPORATION
NISSAN
MASTER OWNER TRUST RECEIVABLES,
SERIES
2005-A
Pursuant
to Section 3.04 of the Amended and Restated Transfer and
Servicing Agreement, dated as of October 15, 2003 (as in effect on the date
hereof, the “Transfer and Servicing Agreement”), among Nissan Wholesale
Receivables Corporation II, as transferor (the “Transferor”), Nissan
Master Owner Trust Receivables, as issuer (the “Issuer”) and Nissan Motor
Acceptance Corporation, as servicer (the “Servicer”) and Section 5.03(a)
of the Indenture Supplement, dated as of July 20, 2005 (as in effect on the
date
hereof, the “Indenture Supplement”) to the Amended and Restated
Indenture, dated as of October 15, 2003 (as in effect on the date hereof,
the
“Base Indenture”; and together with the Indenture Supplement, the
“Indenture”), each between the Issuer and JPMorgan Chase Bank, National
Association, as indenture trustee (the “Indenture Trustee”), the Servicer
is required to prepare a Payment Date Statement. The undersigned, a duly
Authorized Officer of the Servicer, does hereby certify in this Certificate
(this “Certificate”):
(i) Capitalized
terms
used in this Certificate have their respective meanings set forth in the
Annex
of Definitions attached to the Indenture and the other Transaction Documents
or
the Indenture Supplement, as applicable.
(ii) This
Certificate is
being delivered pursuant to Section 5.03(a) of the Indenture Supplement.
(iii) The
undersigned is
the Servicer under the Indenture and the Transfer and Servicing Agreement.
The
undersigned is an Authorized Officer of the Servicer.
(iv) The
date of the
Certificate is on, or prior to, the Determination Date related to the Payment
Date occurring on February 15, 2006.
(v) As
of the date
hereof, the best knowledge of the undersigned, the Servicer has performed
in all
material respects all its obligations under the Indenture and the Transfer
and
Servicing Agreement through the Collection Period preceding such Payment
Date.
(vi) As
of the date
hereof, no Early Amortization Event or Event of Default has occurred and
is
continuing under (and as defined in) the Indenture and, to the best of knowledge
of the undersigned, no event or condition exists which notice and/or the
passage
of time, would constitute an Early Amortization Event or Event of Default.
(vii) The
Payment Date
Statement with respect to the Payment Date occurring on February 15, 2006
is
true, complete and accurate in all material respects.
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IN
WITNESS WHEREOF, the undersigned has duly executed and
delivered this Certificate this 15th day of February, 2006.
NISSAN
MOTOR
ACCEPTANCE CORPORATION,
as
Servicer
By: _/s/
Xxxxxxxx Xxxxxx____________
Name: Xxxxxxxx
Xxxxxx
Title: Treasurer
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