Examples of Custodian Certification in a sentence
Upon issuance of a Custodian Certification with respect to any Transfer, the Custodian Certification relating to such Receivable previously delivered shall be deemed and marked cancelled with respect to such Receivable.
For the avoidance of doubt, if a Contract contained within an Imaged File is not fully executed, the Image File Custodian will specify that such Contract is not fully executed in the exception report attached to the related Custodian Certification.
To the extent that a Custodian must deliver a Final Certification under the related Custodial Agreement, the Trustee shall cause that Custodian to make available, upon request of any Certificateholder, a copy of any exceptions noted on the related Initial Custodian Certification or the related Final Custodian Certification.
Custodian covenants and warrants to the Originator, the Seller, the Servicer, the Trust and the Indenture Trustee, that as of the date of each Custodian Certification: (i) it holds no adverse interest, by way of security or otherwise, in any Receivable; and (ii) the execution of this Agreement and the creation of the custodial relationship hereunder does not create any interest, by way of security or otherwise, of Custodian in or to any Receivable, other than Custodian's rights as custodian hereunder.
The Custodian agrees to indemnify, defend and hold harmless the Indenture Trustee against any liability to Noteholders and/or Certificateholder arising out of the negligence or willful misconduct of the Custodian (a) in the preparation or execution of any Custodian Certification or (b) resulting in the loss of Receivables Files in the custody of the Custodian.