Common use of Organization and Good Standing Clause in Contracts

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has been duly organized formed and is validly existing and in good standing under the laws of its jurisdiction State of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a limited liability company in good standing under the laws of the state of its jurisdiction of organization, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into service the Receivables and perform its obligations under this Agreement;to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of its jurisdiction of organizationincorporation, with power, corporate power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and shall now hashave, corporate power, authority and legal right to enter into acquire, own and perform its obligations under this Agreement;sell the Receivables.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a limited liability company in good standing under the laws of the State of its jurisdiction of organization, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into service the Receivables and perform its obligations under this Agreement;to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trust and the Indenture Trustee.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Issuer and the Indenture Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and in good standing under the laws of the state of its jurisdiction of organizationformation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Issuer and the Indenture Trustee.

Organization and Good Standing. The Servicer has been duly ------------------------------ organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction state of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into service the Receivables as provided herein and perform its obligations under this Agreementin the Further Transfer and Servicing Agreements;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with has the power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, conducted and had at all relevant times, and now has, has the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trust.

Organization and Good Standing. The Servicer has been is duly organized and is organized, ------------------------------ validly existing and in good standing under the laws of its jurisdiction of organization, with and has full corporate power, authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant timesto execute, and now has, power, authority and legal right to enter into deliver and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this AgreementAgreement and the Servicer's Related Documents;

Organization and Good Standing. The Servicer has been duly organized formed and is validly existing and in good standing under the laws of its jurisdiction state of organizationformation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into service the Receivables as provided herein and perform its obligations under this Agreementin the Further Transfer and Servicing Agreements;

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and in good standing under the laws of its the jurisdiction of its organization, with powerand has the organizational power and authority to execute, authority deliver and legal right perform its obligations under this Agreement and, in all material respects, to own its properties property and to conduct its business as such properties are currently presently owned and as such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Issuer and the Indenture Trustee.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a limited liability company, in good standing under the laws of its jurisdiction of organization, with power, all requisite organizational power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, presently conducted and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under pursuant to this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, all power, authority and legal right required to enter into and perform its obligations under this AgreementAgreement and each of the other Transaction Documents to which it is a party;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been is duly organized ------------------------------- and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;Agreement and the other Related Documents to which it is a party.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Intangible Transition Property and perform its obligations under this Agreement;to hold the Intangible Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and is in good standing under the laws of the state of its jurisdiction of organization, with power, requisite corporate power and authority and legal right to own its properties and properties, to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted by it, to service the Series Property and hold the records related to the Series Property, and had at all relevant timesto execute, deliver and now has, power, authority and legal right to enter into and perform its obligations under carry out the terms of this Servicing Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority and legal right to enter into acquire, own and perform its obligations under this Agreementservice the Receivables;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and in good standing under the laws of the state of its jurisdiction of organization, with power, the requisite corporate or other power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted and to execute, deliver and carry out the terms of this Servicing Agreement and the Intercreditor Agreement, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Securitization Property and perform its obligations under this Agreement;to hold the Securitization Property Records as custodian.

Organization and Good Standing. The Servicer has been is duly organized and is formed, validly existing existing, and in good standing under the laws of its jurisdiction state of organizationformation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, has power, authority and legal right to enter into acquire, own, sell and service the Leases and the Leased Vehicles and to serve as custodian hereunder, except where failure to do so will not have a material adverse effect on the Servicer’s ability to perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is organized, ------------------------------ validly existing and in good standing under the laws of the State of its jurisdiction of organization, with organization and has full power, authority and legal right to own its properties and to conduct its credit card business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant timesto execute, and now has, power, authority and legal right to enter into deliver and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a limited liability company in good standing under the laws of the state of its jurisdiction of organizationformation, with power, the power and authority and legal right as a limited liability company to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee. (b)

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and is in good standing under the laws of the state of its jurisdiction of organization, with power, requisite power and authority and legal right to own its properties and properties, to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted by it, to service the Series Property and hold the records related to the Series Property, and had at all relevant timesto execute, deliver and now has, power, authority carry out the terms of this Servicing Agreement and legal right to enter into and perform its obligations under this the Intercreditor Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Standard Receivables and the Fixed Value Receivables and to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of its jurisdiction the State of organization[_________], with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and has the legal right to enter into and perform its obligations under this Agreement;service the Financed Student Loans.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and is in good standing under the laws of the states of its jurisdiction of organization, with power, the requisite power and authority and legal right to own its properties and properties, to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted by it, to service the Securitized Utility Tariff Property and hold the records related to the Securitized Utility Tariff Property, and had at all relevant timesto execute, deliver and now has, power, authority and legal right to enter into and perform its obligations under carry out the terms of this Servicing Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing as a [ ] and is in good standing under the laws of the United States of America or its jurisdiction state of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Indenture Trustee.

Organization and Good Standing. The Servicer has been duly ------------------------------ organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, all power, authority and legal right required to enter into and perform its obligations under this AgreementAgreement and each of the other Transaction Documents to which it is a party;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into service the Receivables and perform its obligations under this Agreement;to hold the Receivable Files as custodian as provided herein.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its jurisdiction of organization, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly ------------------------------ existing and in good standing under the laws of its jurisdiction of organization, with and has full corporate power, authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant timesto execute, and now has, power, authority and legal right to enter into deliver and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a limited liability company in good standing under the laws of the state of its jurisdiction of organizationformation, with power, the limited liability company power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been ------------------------------ duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this AgreementAgreement and each of the Basic Documents to which it is a party;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and existing, in good standing standing, under the laws of the state of its jurisdiction of organization, with power, the power and authority under its organizational documents and legal right under the laws of the state of its organization to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Indenture Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and in good standing under the laws of its the jurisdiction of organization, with in which it is organized and has full corporate power, authority and legal right to own its properties and to conduct its credit card business as such properties are currently presently owned and as such business is currently presently conducted, and had at all relevant timesto execute, and now has, power, authority and legal right to enter into deliver and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a limited liability company in good standing under the laws of its jurisdiction the State of organizationWashington, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into and perform its obligations under this Agreement;service the Contracts as provided herein.

Organization and Good Standing. The Servicer has been is duly organized ------------------------------ and is validly existing and as a limited liability company in good standing under the laws of the state of its jurisdiction of organizationformation, with power, the limited liability company power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a statutory trust in good standing under the laws of its jurisdiction of organization, with power, power and authority and legal right to own or lease its properties and to conduct its business as such properties are currently owned and such business is currently conducted, conducted and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under pursuant to this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority authority, and legal right to enter into service the Receivables and perform its obligations under this Agreement;to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been duly ------------------------------ organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with has the power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, conducted and had at all relevant times, and now has, has the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trust.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its the jurisdiction of its organization, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, all necessary power, authority authority, and legal right to enter into acquire, own and perform its obligations under this Agreement;sell the Pool Receivables.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the requisite corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant timesto execute, deliver and now has, power, authority and legal right to enter into and perform its obligations under carry out the terms of this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and is in good standing under the laws of the state of its jurisdiction of organization, with power, requisite power and authority and legal right to own its properties and properties, to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted by it, to service the Securitized Utility Tariff Property and hold the records related to the Securitized Utility Tariff Property, and had at all relevant timesto execute, deliver and now has, power, authority and legal right to enter into and perform its obligations under carry out the terms of this Servicing Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of the State of [Delaware] (or, in the case of a Servicer other than the Original Seller, other applicable law of its jurisdiction of organizationincorporation), with power, power and authority and legal right to own its properties and to conduct its business businesses as such properties are currently presently owned and such business is currently businesses are presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and is in good standing under the laws of the state of its jurisdiction of organization, with power, the requisite corporate or other power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conductedpresently conducted and to execute, deliver and carry out the terms of this Agreement, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been duly organized formed and is validly existing and in good standing under the laws of its jurisdiction State of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into service the Receivables as provided herein and perform its obligations under this Agreementin the Further Transfer and Servicing Agreements;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a limited liability company in good standing under the laws of its jurisdiction the State of organizationWashington, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into and perform its obligations under this Agreement;service the Receivables as provided herein.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently now conducted, and had at all relevant times, and now hasshall have, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreementservice the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee;

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and in good standing under the laws of its the jurisdiction of organization, its organization with power, all requisite organizational power and authority and legal right to own its properties and to conduct its business as such properties are currently owned presently conducted and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under pursuant to this Agreement;.

Organization and Good Standing. The Servicer (A) has been duly organized and is validly existing and as a corporation in good standing under the laws of the state of its incorporation, (B) has qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the character of organizationits properties or the nature of its activities makes such qualification necessary, with and (C) has full power, authority and legal right to own its properties and property, to conduct carry on its business as such properties are currently owned presently conducted and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Intangible Transition Property and perform its obligations under this Agreement;to hold the Intangible Transition Property Records as custodian. (b)

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction state of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into service the COLT 200_-__ Secured Notes as provided herein and perform its obligations under this Agreementin the Further Transfer and Servicing Agreements;

Organization and Good Standing. The Servicer has been is duly organized and is ------------------------------ validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right in all jurisdictions in which it operates to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and is in good standing under the laws of the state of its jurisdiction of organization, with power, the requisite corporate or other power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been is duly organized ------------------------------ and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a limited liability company in good standing under the laws of the State of its jurisdiction of organizationformation, with power, full power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its jurisdiction of organization, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, power and authority and legal right to enter into and perform its obligations under this AgreementAgreement and its Related Documents;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with and has full corporate power, authority and legal right to execute, deliver and perform its obligations under this Agreement and each Supplement and, in all material respects, to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently now conducted, and had at all relevant times, and now hasshall have, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as an entity in good standing under the laws of the state of its jurisdiction of organization, formation with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables.

Organization and Good Standing. The Servicer has been is duly organized ------------------------------ and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreementservice the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee;

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Owner Trustee and the Indenture Trustee.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with and has full corporate power, authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and as such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, corporate power, authority and legal right to enter into and perform its obligations under this Agreement;acquire, own, hold, transfer, convey and

Organization and Good Standing. The Each of the Servicer has been and the Special Servicer, as applicable, is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Mortgage Loans and to hold the Mortgage Files as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as an entity in good standing under the laws of its jurisdiction of organizationincorporation or formation, as applicable, with power, power and authority and legal right to own its properties and to conduct its business businesses as such properties are currently presently owned and such business is currently businesses are presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a limited liability company in good standing under the laws of its jurisdiction the State of organizationWashington, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into and perform its obligations under this service the Contracts as provided in the Servicing Agreement;.

Organization and Good Standing. The Servicer has ------------------------------ been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this AgreementAgreement and each of the Basic Documents to which it is a party;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of the state of its jurisdiction of formation and organization, with has qualified to do business and is in good standing in each jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary and where failure to so qualify would have a material and adverse effect on its ability to perform its obligations hereunder, and has full power, authority and legal right to own its properties and property, to conduct carry on its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has shall have been duly organized and is shall be validly existing and as a corporation in good standing under the laws of the State of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, and had at all relevant times, and now hasshall have, power, authority authority, and legal right to enter into acquire, own, sell, and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Owner Trustee and the Indenture Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is ------------------------------ validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organization, incorporation with power, the corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trust and the Indenture Trustee.

Organization and Good Standing. The Servicer has been duly organized formed and is validly existing and in good standing under the laws of its jurisdiction State of organizationformation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into service the Receivables as provided herein and perform its obligations under this Agreementin the Further Transfer and Servicing Agreements;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its jurisdiction the State of organization__________, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is organized, validly existing and in good standing under the laws of the jurisdiction governing its jurisdiction of organizationcreation, with powerand has full corporate power and authority to execute, authority deliver and legal right perform its obligations under this Agreement and each Supplement and, in all material respects, to own or lease its properties and to conduct its business as such properties are currently presently owned or leased and as such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;currently

Organization and Good Standing. The Servicer has been duly organized incorporated and is validly existing and in good standing under the laws of its jurisdiction of organizationincorporation, with power, power and authority and legal right to own its properties assets and to conduct its transact the business as such properties are currently owned and such business in which it is currently conductedengaged, and had at all relevant timesto acquire, own, sell, and now has, power, authority service the Leases and legal right the other Trust Property and to enter into and perform its obligations under this Agreement;hold the Lease Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, corporate power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, corporate power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Trustee.

Organization and Good Standing. The Servicer has been is duly organized and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under the laws of its jurisdiction state of organizationincorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently conducted, presently conducted and had at all relevant times, and now has, has power, authority and legal right to enter into acquire, own and perform its obligations under this Agreement;service the Loans, the Loan Documents and the Receivables.

Organization and Good Standing. The Servicer has been is duly organized ------------------------------ and is validly existing and as a corporation in good standing under the laws of the state of its jurisdiction of organizationincorporation, with power, the power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, the requisite power, authority and legal right to enter into service the Transition Property and perform its obligations under this Agreement;to hold the Transition Property Records as custodian.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a ______ in good standing under the laws of its jurisdiction the State of organization_______, with power, power and authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into acquire, own, sell and perform its obligations under this Agreement;service the Receivables and to hold the Receivable Files as custodian on behalf of the Issuer.

Organization and Good Standing. The Servicer has been duly organized and is validly existing and in good standing under -44- the laws of its jurisdiction of organization, with power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;

Organization and Good Standing. The Servicer has been duly organized and is validly existing and as a cooperative corporation in good standing under the laws of the State of its jurisdiction of organizationformation, with power, full power and authority and legal right to own its properties and to conduct its business as such properties are currently presently owned and such business is currently presently conducted, and had at all relevant times, and now has, power, authority and legal right to enter into and perform its obligations under this Agreement;.

Organization and Good Standing. The Each Servicer has been duly organized and is validly existing and as a corporation in good standing under the laws of its the State of the jurisdiction of organizationits incorporation, with power, power and authority and legal right to own its properties and to conduct its business as such properties are shall be currently owned and such business is currently presently conducted, has all licenses necessary to carry on its business as presently conducted, and had at all relevant times, and now hasshall have, power, authority and legal right to enter into and perform its obligations under this Agreement;service the Receivables.