Common use of Monthly Tape Clause in Contracts

Monthly Tape. On or before the fourth Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Backup Servicer) in a format acceptable to the Backup Servicer, containing the information with respect to the Receivables as of the preceding Record Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The Backup Servicer shall notify the Servicer and the Certificate Insurer of any discrepancies on or before the second Business Day after the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) deliver to the Backup Servicer its Collection Records within two Business Days of demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible for delays attributable to the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business DayDetermination Date, but in no event later than the fifth seventh calendar day, of each month, the Servicer will deliver to the Trust Collateral Agent and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Trust Collateral Agent and the Backup Servicer) in a format acceptable to the Trust Collateral Agent and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.35.4. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee Trust Collateral Agent and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business Day, but in no event later than the fifth calendar day, of each monthDetermination Date, the ------------ Servicer will deliver to the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Backup Servicer) Monthly Tape in a format acceptable to the Backup Servicer, Servicer containing the information with respect to the Transferred Receivables as of the last day of the immediately preceding Record Date calendar month necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date Date. Based solely on the information contained in the Monthly Tape and necessary to determine the application Servicer's Certificate, the Backup Servicer shall verify the Aggregate Outstanding Principal Balance of collections as provided in Section 5.3the Total Receivables Pool. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to recalculate the Trustee and the Backup Servicer) to verify information contained in the Servicer's Certificate delivered by the Servicer. The Backup Servicer , and shall certify to the Agent that it is correct on its face or shall notify the Servicer and the Certificate Insurer Agent of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Agent, deliver to the Backup Servicer its Collection Records and its Monthly Records as soon as practicable and in any event within two one Business Days of Day after demand therefor (which demand may be made at any time after the occurrence of a Facility Termination Event or a Servicer Termination Event or the occurrence of any event which, if uncured, with lapse of time or notice or lapse of time and notice, would constitute a Facility Termination Event or a Servicer Termination Event) and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Transferred Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business DayDetermination Date, but in no event later than the fifth seventh calendar day, of each month, the Servicer will deliver to the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Funding Agent and the Backup Servicer) in a format acceptable to the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Determination Date Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.36.4. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Determination Date Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Funding Agent that it has verified the Servicer's Determination Date Certificate in accordance with this Section 5.13 and shall notify the Servicer and the Certificate Insurer Funding Agent of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, but in the absence of a reconciliation, the Servicer's Determination Date Certificate shall control for the purpose of calculations and distributions with respect to the related Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Determination Date Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Determination Date Certificate and, prior to the fourth Business Day, but in no event later than the fifth calendar day, of the following monthnext succeeding Determination Date, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer's Determination Date Certificate for such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Funding Agent deliver to the Backup Servicer its Collection Records and its Monthly Records within two 5 Business Days of after demand therefor and a computer tape tape, or other electronic transmission acceptable to the Backup Servicer, containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business Day, but in no event later than the fifth calendar day, of each monthRemittance Date, the Servicer will deliver to the Backup Servicer Collateral Agent and the Note Insurer a computer tape and or a diskette (or any other electronic transmission acceptable to the Backup ServicerCollateral Agent) in a format acceptable to the Backup Servicer, Collateral Agent containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding preceding Determination Date and necessary to determine review the application of collections as provided in Section 5.3collections. The Backup Servicer Collateral Agent shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup ServicerCollateral Agent) to verify (i) confirm that the Servicer's Certificate delivered by is complete, (ii) confirm that such tape, diskette or other electronic transmission is in readable form, (iii) verify the mathematical accuracy of all calculations contained within the Servicer's Certificate and (iv) calculate and confirm any amounts distributed. The Backup Servicer Collateral Agent shall certify to the Note Insurer that it has verified the Servicer's Certificate in accordance with this Section and shall notify the Servicer and the Certificate Note Insurer of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Remittance Date. In the event that the Backup Servicer Collateral Agent reports any discrepancies, the Servicer and the Backup Servicer Collateral Agent shall attempt to reconcile such discrepancies prior to the related Deficiency Claim next succeeding Remittance Date, 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 Distribution next succeeding Remittance Date. In the event that the Backup Servicer Collateral Agent and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution next succeeding Remittance Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth Business Day, but in no event later than the fifth calendar day, last day of the following monthmonth after the month in which such Servicer's Certificate was delivered, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer's Certificate for the next succeeding Remittance Date, and/or the Servicer's Certificate for such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Note Insurer, deliver to the Backup Servicer Collateral Agent its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer Collateral Agent shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible for delays attributable to the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer Collateral Agent shall have no responsibility, shall not be in default and shall incur no liability (i) for any act actions taken or failure to act omitted by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. (a) On or before the fourth third Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Indenture Trustee and the Backup Servicer a computer tape and or a diskette (or any other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) in a format acceptable to the Indenture Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.34.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Security Insurer and the Administrative Agent that it has verified the Servicer's Certificate in accordance with this Section 3.13 and shall notify the Servicer Servicer, the Security Insurer and the Certificate Insurer Administrative Agent of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, the Servicer shall, if so requested by the Certificate Administrative Agent or the Security Insurer (unless an Insurer Default shall have occurred and be continuing) deliver to the Backup Servicer its Collection Records and its Monthly Records within two one Business Days Day of demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth third Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Indenture Trustee and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) in a format acceptable to the Indenture Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.34.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to JPMD that it has verified the Servicer's Certificate in accordance with this Section 3.13 and shall notify the Servicer and the Certificate Insurer JPMD of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the fourth Business Day prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Backup Servicer deliver to the Backup Servicer its Collection Records and its Monthly Records within two one Business Days Day of demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible for delays attributable to the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.the

Monthly Tape. On or before the fourth fifth Business Day, but in no event later than the fifth seventh calendar day, of each month, the Servicer will deliver to the Trust Collateral Agent and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Trust Collateral Agent and the Backup Servicer) in a format acceptable to the Trust Collateral Agent and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.35.4. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee Trust Collateral Agent and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section 4.13 and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth fifth Business Day, but in no event later than the fifth seventh calendar day, of each month, the Servicer will deliver to the Trustee and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Trustee and the Backup Servicer) in a format acceptable to the Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section 4.13 and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business DayDetermination Date, but in no ------------ event later than the fifth eighth (8th) calendar day, of each month, the Servicer will deliver to the Backup Servicer a computer tape and or a diskette (or any other electronic transmission acceptable to the Administrative Agent and the Backup Servicer) in a format acceptable to the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Determination Date Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.36.4. The Backup ----------- Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Determination Date Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Administrative Agent that it has verified the Servicer's Determination Date Certificate in accordance with this Section 5.13 and shall notify the Servicer ------------ and the Certificate Insurer Administrative Agent of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, but in the absence of a reconciliation, the Servicer's Determination Date Certificate shall control for the purpose of calculations and distributions with respect to the related Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Determination Date Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Determination Date Certificate and, prior to the fourth Business Day, but in no event later than the fifth calendar day, of the following monthnext succeeding Determination Date, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer's Determination Date Certificate for such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Administrative Agent, deliver to the Backup Servicer its Collection Records and its Monthly Records within two 5 Business Days of after demand therefor and a computer tape tape, or other electronic transmission acceptable to the Backup Servicer, containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth third Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Indenture Trustee and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) in a format acceptable to the Indenture Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.34.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Indenture Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to Xxxxxx that it has verified the Servicer's Certificate in accordance with this Section 3.13 and shall notify the Servicer and the Certificate Insurer Xxxxxx of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the fourth Business Day prior to the related Deficiency Claim Distribution Date, 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 Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth calendar day, of the following month, reconcile the discrepancies. The effect, if any, of such reconciliation shall be shallbe reflected in the Servicer's Certificate for such next succeeding Determination Date. In addition, the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Backup Servicer deliver to the Backup Servicer its Collection Records and its Monthly Records within two one Business Days Day of demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement Agreement, and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business DayDetermination Date, but in no event later than the fifth eighth (8th) calendar day, of each month, the Servicer will deliver to the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Administrative Agent and the Backup Servicer) in a format acceptable to the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Determination Date Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.36.4. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Determination Date Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Administrative Agent that it has verified the Servicer's Determination Date Certificate in accordance with this Section 5.13 and shall notify the Servicer and the Certificate Insurer Administrative Agent of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Distribution Date, but in the absence of a reconciliation, the Servicer's Determination Date Certificate shall control for the purpose of calculations and distributions with respect to the related Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Determination Date Certificate by the related Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Determination Date Certificate and, prior to the fourth Business Day, but in no event later than the fifth calendar day, of the following monthnext succeeding Determination Date, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Servicer's Determination Date Certificate for such next succeeding Determination Deterination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Administrative Agent, deliver to the Backup Servicer its Collection Records and its Monthly Records within two 5 Business Days of after demand therefor and a computer tape tape, or other electronic transmission acceptable to the Backup Servicer, containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth third Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Trustee and the Backup Servicer a computer tape and or a diskette (or any other electronic transmission acceptable to the Trustee and the Backup Servicer) in a format acceptable to the Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.34.3. The Backup Servicer - 57 - shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section 3.13 and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Payment Date, 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 Distribution Payment Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Payment Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth Business DayInsured Distribution Date, but in no event later than the fifth seventh calendar day, of each month, the Servicer will deliver to the Trust Collateral Agent and the Backup Servicer a computer tape and a diskette (or any other electronic transmission acceptable to the Trust Collateral Agent and the Backup Servicer) in a format acceptable to the Trust Collateral Agent and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding preceding Determination Date and necessary to determine the application of collections as provided in Section 5.35.4. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee Trust Collateral Agent and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Insured Distribution Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim next succeeding Distribution Date, 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 next succeeding Distribution Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related next succeeding Distribution Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth Business Day, but in no event later than the fifth calendar day, last day of the following monthmonth after the month in which such Servicer's Certificate was delivered, reconcile the discrepancies. The effect, if any, of such reconciliation shall be reflected in the Preliminary Servicer's Certificate for the next succeeding Distribution Date, and/or the Servicer's Certificate for such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible have no liability for delays attributable to any actions taken or omitted by the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.

Monthly Tape. On or before the fourth third Business Day, but in no event later than the fifth calendar day, of each month, the Servicer will deliver to the Trustee and the Backup Servicer a computer tape and or a diskette (or any other electronic transmission acceptable to the Trustee and the Backup Servicer) in a format acceptable to the Trustee and the Backup Servicer, Servicer containing the information with respect to the Receivables as of the preceding Record Accounting Date necessary for preparation of the Servicer's Certificate relating to the immediately succeeding Determination Date and necessary to determine the application of collections as provided in Section 5.34.3. The Backup Servicer shall use such tape or diskette (or other electronic transmission acceptable to the Trustee and the Backup Servicer) to verify the Servicer's Certificate delivered by the Servicer. The , and the Backup Servicer shall certify to the Controlling Party that it has verified the Servicer's Certificate in accordance with this Section 3.13 and shall notify the Servicer and the Certificate Insurer Controlling Party of any discrepancies discrepancies, in each case, on or before the second Business Day after following the Determination Date. In the event that the Backup Servicer reports any discrepancies, the Servicer and the Backup Servicer shall attempt to reconcile such discrepancies prior to the related Deficiency Claim Payment Date, 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 Distribution Payment Date. In the event that the Backup Servicer and the Servicer are unable to reconcile discrepancies with respect to a Servicer's Certificate by the related Distribution Payment Date, the Servicer shall cause the Independent Accountants, at the Servicer's expense, to audit the Servicer's Certificate and, prior to the fourth third Business Day, but in no event later than the fifth 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 such next succeeding Determination Date. In addition, upon the occurrence of a Servicer Termination Event the Servicer shall, if so requested by the Certificate Insurer (unless an Insurer Default shall have occurred and be continuing) Controlling Party, deliver to the Backup Servicer its Collection Records and its Monthly Records within two Business Days of 15 days after demand therefor and a computer tape containing as of the close of business on the date of demand or the following day all of the data maintained by the Servicer in computer format in connection with servicing the Receivables. Unless an Insurer Default shall have occurred and be continuing, the Backup Servicer shall have no obligation to act in respect of such Collection Records delivered pursuant to this paragraph. Other than the duties specifically set forth in this Agreement, the Backup Servicer shall have no obligations hereunder, including, without limitation, to supervise, verify, monitor or administer the performance of the Servicer. The Backup Servicer shall not be responsible for delays attributable to the Servicer's failure to deliver information, defects in the information supplied by the Servicer or other circumstances beyond the control of the Backup Servicer. In addition, the Backup Servicer shall have no responsibility, shall not be in default and shall incur no liability (i) for any act or failure to act by any third party, including the Servicer, the Controlling Party or the Trustee or for any inaccuracy or omission in a notice or communication received by the Backup Servicer from any third party or (ii) which is due to or results from the invalidity, unenforceability of any Receivable or non-compliance of the underlying installment sale contract with applicable law or the breach or the inaccuracy of any representation or warranty made pursuant to the Unaffiliated Seller's Agreement and the Receivables Purchase Agreement with respect to any Receivable. The duties and obligations of the Backup Servicer shall be determined solely by the express provisions of this Agreement and no implied covenants or obligations shall be read into this Agreement against the Backup Servicer.the