Instructions; Notices Sample Clauses

Instructions; Notices. 19 Section 12.03 Severability.............................................................................20 Section 12.04

Instructions; Notices. Any Credit Party shall have failed to give instructions (including, without limitation, Irrevocable Instructions) or any notice to the Administrative Agent or any Lender as required by this Agreement or the other Credit Documents, or to deliver any required reports hereunder, on or before the date such instruction, notice or report is required to be made or given, as the case may be, under the terms of this Agreement or the other Credit Documents and any such failure continues unremedied for a period of two (2) Business Days after the earlier to occur of (i) the date on which written notice of such failure requiring the same to be remedied shall have been given to any Credit Party by the Administrative Agent and (ii) the date on which any Credit Party becomes aware thereof. In making a determination as to whether an Event of Default has occurred, the Administrative Agent and the Lenders shall be entitled to rely on reports published or broadcast by media sources believed by the Administrative Agent and/or any Lender to be generally reliable and on information provided to it by any other sources believed by it to be generally reliable, provided that the Administrative Agent and/or the Lender reasonably and in good faith believes such information to be accurate and has taken such steps as may be reasonable in the circumstances to attempt to verify such information. Notwithstanding anything contained in the Credit Documents to the contrary, unless waived by the Administrative Agent in its discretion, neither the Credit Parties nor any other Person shall be permitted to cure an Event of Default after the acceleration of any of the Obligations.

Instructions; Notices. All instructions, notices, requests or other communications ("Deliveries") desired or required to be given under this Agreement will be in writing and will be sent by (a) certified or registered mail, return receipt requested, postage prepaid, (b) national prepaid overnight delivery service, (c) telecopy or other facsimile transmission or (d) personal delivery, with receipt acknowledged in writing, to the following addresses: (i) if to National City: National City Bank ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Attention: Investment Funding Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (ii) if to the Owner Trustee: Wilmington Trust Company ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ All Deliveries will be deemed given when actually received or refused by the party to whom the same is directed (except to the extent sent by certified or registered mail, return receipt requested, postage prepaid, in which event such Deliveries will be deemed given three days after the date of mailing and except to the extent sent by telecopy or other facsimile transmission, in which event such Deliveries will be deemed given when answer back is received). Either party may designate a change of address or supplemental address by written notice to the other party.

Instructions; Notices. Except as hereafter provided, any directions, instructions or notices which the Parties or any other duly authorized person is required or permitted to give to the Escrow Agent under this Escrow Agreement (the "Instructions") shall be in writing and shall be deemed effective upon receipt by the Escrow Agent; provided, however, that the Escrow Agent in its discretion may act upon oral Instructions if it believes them to be genuine, but the Escrow Agent shall not be required to do so. If the Escrow Agent requires, all oral Instructions are to be promptly confirmed in writing, but the Escrow Agent shall not be liable for any action or any failure to act in accordance with oral Instructions, even though it fails to receive written confirmation from the Parties. The Escrow Agent shall be provided with specimen signatures of the authorized representatives of the Parties. The Escrow Agent shall be entitled to rely in good faith upon any Instructions signed by any authorized representative of the Parties, and shall incur no liability for following such directions. Any written notices, affidavits or other communications hereunder shall be deemed to have been duly given if delivered or mailed first class, certified mail, postage prepaid, addressed in accordance with the addresses listed in the Purchase Agreement with the addition that: Notice to the Escrow Agent shall be at

Instructions; Notices. All instructions, notices, requests or other communications (“Deliveries”) desired or required to be given under this Agreement will be in writing and will be sent by (a) certified or registered mail, return receipt requested, postage prepaid, (b) national prepaid overnight delivery service, (c) telecopy or other facsimile transmission or (d) personal delivery, with receipt acknowledged in writing, to the following addresses: (i) if to Funding: BA Credit Card Funding, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Suite #21-39, NC1-027-21-04 Charlotte, North Carolina 28255 Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ with a copy to: Bank of America, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, Mail Code: NC1-027-20-05 ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ ▇▇▇▇▇▇▇▇ and to: BA Credit Card Funding, LLC ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, Mail Code: DE5-002-02-06 ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇ ▇▇▇▇ (ii) if to the Owner Trustee: Wilmington Trust Company ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration All Deliveries will be deemed given when actually received or refused by the party to whom the same is directed (except to the extent sent by certified or registered mail, return receipt requested, postage prepaid, in which event such Deliveries will be deemed given three days after the date of mailing and except to the extent sent by telecopy or other facsimile transmission, in which event such Deliveries will be deemed given when answer back is received). Either party may designate a change of address or supplemental address by notice to the other party, given at least 15 days before such change of address is to become effective.

Instructions; Notices. All instructions, notices, requests or other communications ("Deliveries") desired or required to be given under this Agreement will be in writing and will be sent by (a) certified or registered mail, return receipt requested, postage prepaid, (b) national prepaid overnight delivery service, (c) telecopy or other facsimile transmission or (d) personal delivery, with receipt acknowledged in writing, to the following addresses: (i) if to DCWR: DaimlerChrysler Wholesale Receivables LLC 27777 Franklin Road Southfield, MI 48▇▇▇ ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Facsimile: (248) 512-1771 (ii) if to the Owner Truste▇: Chase Manhattan Bank USA, National Association c/o JPMorgan Chase Bank 500 Stanton Christiana Road, Fl. 3/OPS4 ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corp▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇nt Facsimile: (302) 984-4903 All Deliveries will be deemed ▇▇▇▇▇ ▇▇▇▇ ▇▇▇ually received or refused by the party to whom the same is directed (except to the extent sent by certified or registered mail, return receipt requested, postage prepaid, in which event such Deliveries will be deemed given three days after the date of mailing and except to the extent sent by telecopy or other facsimile transmission, in which event such Deliveries will be deemed given when answer back is received). Either party may designate a change of address or supplemental address by notice to the other party, given at least 15 days before such change of address is to become effective.

Instructions; Notices. All instructions, notices, requests or other communications ("Deliveries") desired or required to be given under this Agreement will be in writing and will be sent by (a) certified or registered mail, return receipt requested, postage prepaid, (b) national prepaid overnight delivery service, (c) telecopy, facsimile or other electronic transmission capable of transmitting or creating a written record or (d) personal delivery, with receipt acknowledged in writing: (i) if to DCWR: DaimlerChrysler Wholesale Receivables LLC 27777 Inkster Road Farmington Hills, Michigan 4833▇ ▇▇▇▇▇▇▇▇▇: ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Facsimile: (248) 427-2550 (ii) if to the Owner Trustee: ▇▇▇▇e Manhattan Bank USA, National Association c/o JPMorgan Chase Bank, N.A. 500 Stanton Christiana Road, Fl. 3/OPS4 Newark, D▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Truste▇ ▇▇▇▇▇▇▇▇▇▇ Facsimile: (302) 984-4903 All Deliveries will be deemed given when actually re▇▇▇▇▇▇ ▇▇ ▇▇▇▇sed by the party to whom the same is directed (except to the extent sent by certified or registered mail, return receipt requested, postage prepaid, in which event such Deliveries will be deemed given three days after the date of mailing and except to the extent sent by telecopy, facsimile or other electronic transmission, in which event such Deliveries will be deemed given when answer back is received). Either party may designate a change of address or supplemental address by notice to the other party, given at least 15 days before such change of address is to become effective.

Instructions; Notices. All instructions, notices, requests or other communications (“Deliveries”) desired or required to be given under this Agreement will be in writing and will be sent by (a) certified or registered mail, return receipt requested, postage prepaid, (b) national prepaid overnight delivery service, (c) telecopy or other facsimile transmission or (d) personal delivery, with receipt acknowledged in writing, to the following addresses: (i) if to Capital One Funding: Capital One Funding, LLC ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇-▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ (ii) if to the Owner Trustee: Deutsche Bank Trust Company Delaware

Instructions; Notices. (i) Except as otherwise expressly provided herein, Bank will not be required to act upon any notice or instruction received from Company or any other person, or to provide any notice or advice to Company or any other person with respect to any matter. (ii) Bank will be entitled to rely on any oral or written notice, response, or other communication believed by it to be genuine and to have been provided by an authorized representative of Company (each an “Authorized Representative”). Bank will not be liable for any losses, claims, expenses or damages resulting from Company’s failure to give such notice to Bank. (iii) Company will not appoint any non-employee agent to initiate any Entries on its behalf without Bank’s prior written consent. Company agrees that it will be solely responsible for all acts of such third party and agrees to indemnify and hold Bank harmless from any expenses, costs (including, but not limited to, in-house legal services), fees, losses, claims or damages which Bank may incur as a result of any act or omission of such third party. Notwithstanding the foregoing, Company understands and agrees that Bank may refuse to accept any Entry or request from such third party, with or without cause or prior notice. (iv) Except as otherwise provided herein, any notice under this Agreement must be in writing and delivered by express carrier, faxed or sent by United States mail to the other party at the address set forth at the end of this Agreement, unless another address is substituted by written notice delivered or sent as provided herein. (v) Notice must comply with Security Procedures. Except as otherwise provided herein, any such notice will be deemed given when received. Excepting Company’s faxed ACH Transmittal Register form, faxed notices will not be deemed received unless acknowledged by fax or otherwise in writing.