Compliance with Regulation AB. The Servicer agrees to perform all duties and obligations applicable to or required of the Issuer set forth in Appendix B attached hereto and made a part hereof in all respects and makes the representations and warranties therein applicable to it.
Compliance with Regulation AB. The Depositor and the Owner Trustee acknowledge and agree that the purpose of Article XII of this Agreement is to facilitate compliance by the Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Neither the Depositor nor the Owner Trustee shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). The Owner Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection therewith, the Owner Trustee shall cooperate fully with the Depositor to deliver to the Depositor (including any of its assignees or designees), any and all statements, reports, certifications, records, attestations, and any other information necessary in the good faith determination of the Depositor, to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Owner Trustee or the servicing of the Receivables, reasonably believed by the Depositor to be necessary in order to effect such compliance.
Compliance with Regulation AB. Each of the parties hereto acknowledges and agrees that the purpose of Sections 3.21, 3.22 and 9.12 of this Agreement is to facilitate compliance by the Transferor and the Depositor with the provisions of Regulation AB, as such may be amended or clarified from time to time. Therefore, each of the parties agrees that (a) the obligations of the parties hereunder shall be interpreted in such a manner as to accomplish compliance with Regulation AB, (b) the parties’ obligations hereunder will be supplemented and modified as necessary to be consistent with any such amendments, interpretive advice or guidance, convention or consensus among active participants in the asset-backed securities markets, advice of counsel, or otherwise in respect of the requirements of Regulation AB and (c) the parties shall comply, to the extent practicable from a timing and information systems perspective and at the expense of the Depositor, with requests made by the Transferor or the Depositor for delivery of additional or different information as the Transferor or the Depositor may determine in good faith is necessary to comply with the provisions of Regulation AB.
Compliance with Regulation AB. Subsection 33.01 Intent of the Parties; Reasonableness.................. Subsection 33.02 Additional Representations and Warranties of the Seller.................................................
Compliance with Regulation AB. Each of the parties hereto acknowledges and agrees that the purpose of Section 3.13, Section 8.18 and the last sentence of the third paragraph of Section 2.05 is to facilitate compliance by the Company, the Trust and Washington Mutual Bank with the provisions of Regulation AB, as it may be amended or clarified from time to time. Each of the Servicer and the Trustee acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with reasonable requests made by the Company, the Trust or Washington Mutual Bank in good faith for delivery of information under the provisions of Regulation AB on the basis of evolving interpretations thereof, and to deliver any other information necessary in the good faith determination of the Company, the Trust or Washington Mutual Bank to permit the Company, the Trust and Washington Mutual Bank to comply with the provisions of Regulation AB. Each of the Trust and Washington Mutual Bank shall be a third-party beneficiary of the Servicer’s and the Trustee’s respective obligations under Section 3.13, Section 8.18 and this Section 10.07.
Compliance with Regulation AB. Section 12.01
Compliance with Regulation AB. For so long as the Issuer is subject to the reporting requirements under the Exchange Act, the Issuer agrees to perform all duties and obligations applicable to or required of the Issuer set forth in Appendix B to the Sale and Servicing Agreement and makes the representations and warranties therein applicable to it.
Compliance with Regulation AB. The Servicer agrees to perform all duties and obligations applicable to or required of the Issuing Entity set forth in Schedule A attached hereto and made a part hereof in all respects and makes the representations and warranties therein applicable to it.
Compliance with Regulation AB. Section 12.01 Intent of the Parties; Reasonableness 67 Section 12.02 Additional Representations and Warranties of the Indenture Trustee 67 Section 12.03 Information to Be Provided by the Indenture Trustee 67 Section 12.04 Regulation AB Reports by Indenture Trustee 69 SCHEDULE A – Schedule of Receivables EXHIBIT A-1 – Form of Class A-1 Note EXHIBIT A-2a – Form of Class A-2a Note EXHIBIT A-2b – Form of Class A-2b Note EXHIBIT A-3 – Form of Class A-3 Note EXHIBIT B – Form of Class B Note EXHIBIT C – Form of Class C Note EXHIBIT D – Form of Class D Note EXHIBIT E – Form of Class E Note EXHIBIT F – Servicing Criteria for Indenture Trustee’s Assessment of Compliance EXHIBIT G – Form of Indenture Trustee’s Annual Certification EXHIBIT H – Form of Transferor Certificate EXHIBIT I – Form of Investment Letter THIS INDENTURE dated as of October 9, 2019 (as it may be amended and supplemented from time to time, this “Indenture”) is between WORLD OMNI SELECT AUTO TRUST 2019-A, a Delaware statutory trust (the “Issuing Entity”), and MUFG UNION BANK, N.A., a national banking association, as trustee and not in its individual capacity (the “Indenture Trustee”). Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Issuing Entity’s Class A-1 2.12123% Asset-Backed Notes (the “Class A-1 Notes”), Class A-2a 2.06% Asset-Backed Notes (the “Class A-2a Notes”), Class A-2b Floating Rate Asset-Backed Notes (the “Class A-2b Notes” and, together with the Class A-2a Notes, the “Class A-2 Notes”), Class A-3 2.00% Asset-Backed Notes (the “Class A-3 Notes”), Class B 2.17% Asset-Backed Notes (the “Class B Notes”), Class C 2.38% Asset-Backed Notes (the “Class C Notes”), Class D 2.59% Asset-Backed Notes (the “Class D Notes”) and Class E Asset-Backed Notes (the “Class E Notes” and, together with the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class B Notes, the Class C Notes and the Class D Notes, the “Notes”):
Compliance with Regulation AB. Subsection 33.01 Intent of the Parties; Reasonableness. The Purchaser and each Seller acknowledges and agrees that the purpose of Section 33 of this Agreement is to facilitate compliance by the Purchaser and any Depositor with the provisions of Regulation AB and related rules and regulations of the Commission. Although Regulation AB is applicable by its terms only to offerings of asset-backed securities that are registered under the Securities Act, each Seller acknowledges that investors in privately offered securities may require that the Purchaser or any Depositor provide comparable disclosure in unregistered offerings. References in this Agreement to compliance with Regulation AB include provision of comparable disclosure in private offerings. Neither the Purchaser nor any Depositor shall exercise its right to request delivery of information or other performance under these provisions other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act and the rules and regulations of the Commission thereunder (or the provision in a private offering of disclosure comparable to that required under the Securities Act). Each Seller acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission or its staff, consensus among participants in the asset-backed securities markets, advice of counsel, or otherwise, and agrees to comply with requests made by the Purchaser or any Depositor in good faith for delivery of information under these provisions on the basis of evolving interpretations of Regulation AB. In connection with any Securitization Transaction, the Sellers shall cooperate fully with the Purchaser to deliver to the Purchaser (including any of its assignees or designees) and any Depositor, any and all statements, reports, certifications, records and any other information necessary in the good faith determination of the Purchaser or any Depositor to permit the Purchaser or such Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Sellers, any Third-Party Originator and the Mortgage Loans, reasonably believed by the Purchaser or any Depositor to be necessary in order to effect such compliance. The Purchaser (including any of its assignees or designees) shall cooperate with the Sellers by providing timely notice of requests for information under these provisions and by reaso...
