Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 2 contracts
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC), Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Executive Vice President and Chief Financial Officer of Treasury XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 40 Sale and Servicing Agreement (SDART 2023-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President S-1 Sale and Chief Financial Officer XXXXXXXXX XXXXX Servicing Agreement (SDART 2023-2) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Acknowledged Senior Trust Officer S-2 Sale and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-2) SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-2) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Vice President S-4 Sale and Servicing Agreement (SDART 2023-2) SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-2 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-2 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-2 Email: Xxxxx.X.Xxxxxxxxxx@xxxx.xxx If to the Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-2 If to Moody’s: Xxxxx’x Investors Service, Inc.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 47 Sale and Servicing Agreement (BLAST 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2023-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC.BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: SCHEDULE I REPRESENTATIONS NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2023-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2023-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets If to the Asset Representations Reviewer: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: Legal Department Email: XXXXxxxxxx@xxxxxxx.xxx If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 Attention: Asset Backed Surveillance Department If to DBRS Morningstar: DBRS, Inc. 00 X. Xxxxxxxxxx St. Chicago, IL 60602 If to KBRA: Xxxxx Bond Rating Agency, LLC 000 Xxxxx Xxxxxx, 00xx xxxxx New York, New York 10022 Attention: ABS Surveillance Email: xxxxxxxxxxxxxxx@xxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT October 25, 2023 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 25, 2023, by and between Bridgecrest Lending Auto Securitization Trust 2023-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2023-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES WITH RESPECT TO THE RECEIVABLESAND COVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2023-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 40 Sale and Servicing Agreement (SDART 2023-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President S-1 Sale and Chief Financial Officer XXXXXXXXX XXXXX Servicing Agreement (SDART 2023-3) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged S-2 Sale and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-3) SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-3) CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: S-4 Sale and Servicing Agreement (SDART 2023-3) SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-3 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2023-3 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-3
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-3)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2024-1 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2024-1 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-1
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-2) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 41 Sale and Servicing Agreement (SDART 2024-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2024-2 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2024-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-2 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-2
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 36 Sale and Servicing Agreement (2015-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxx X. Xxxxxxxxxx Name: Xxxx X. Xxxxxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Associate SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx X. Xxxxxx, Xx. Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATIONSenior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Associate SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: Name: Title: By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-6) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxxx Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-26, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-6 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-6 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-6 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-6
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-6)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-6) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-26, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-6) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title: S-4 Sale and Servicing Agreement (SDART 2023-6) SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-6 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-6 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-6 I-1 Schedule I to the Sale and Servicing Agreement If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-6
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-6)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 45 20[ ]-[ ] Sale and Servicing Agreement IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 2015-220[•]-[•], as Issuer By: Wilmington Trust, National Association[_________], not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK[BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 20[•]-[•], NATIONAL ASSOCIATIONas Grantor Trust] By: [_________], not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC.BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION[_________], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: [_________], as Standby Servicer By: Name: Title: SCHEDULE I REPRESENTATIONS NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 20[•]-[•] [_________] with copies to the Administrator and the Indenture Trustee [If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 20[•]-[•] [_________] with copies to the Administrator] If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: Email: If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: Email: If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: [_________] If to the Standby Servicer: [_________] Sale and Servicing Agreement If to the Owner Trustee: [_________] If to the Asset Representations Reviewer: [_________] If to the Rating Agencies: [_________] Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT [_____], 20[ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [_________], 20[ ], by and among Bridgecrest Lending Auto Securitization Trust 20[•]-[•], a Delaware statutory trust (the “Issuer”), [Bridgecrest Lending Auto Securitization Grantor Trust 20[•]-[•], a Delaware statutory trust (the “Grantor Trust”)], Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, a [ ], as servicer, [_________], a [ ], as standby servicer, and [_________], a [ ] (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. Sale and Servicing Agreement IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: ________________________________ Name: Title: Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES WITH RESPECT TO THE RECEIVABLESAND COVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer[, the Grantor Trust] and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Auto Funding LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxx Xxxxx Xxxxxx Xxxxxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKVice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President SCHEDULE I NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets If to the Asset Representations Reviewer: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: Legal Department Email: XXXXxxxxxx@xxxxxxx.xxx If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 Attention: Asset Backed Surveillance Department If to KBRA: Xxxxx Bond Rating Agency, LLC 000 Xxxxx Xxxxxx, 00xx xxxxx New York, New York 10022 Attention: ABS Surveillance Email: xxxxxxxxxxxxxxx@xxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT January 24, 2024 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: SCHEDULE I REPRESENTATIONS EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND WARRANTIES WITH RESPECT TO THE RECEIVABLESCOVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152014-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxx X. Xxxxxxxxxx Name: Xxxx X. Xxxxxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent Owner Trustee By: /s/ Xxxx X. Xxxxxxxxxx Name: Xxxx X. Xxxxxxxxxx Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx XxXxxxxxxx Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2014-4)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Executive Vice President and Chief Financial Officer of Treasury XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx X. Xxxxxx, Xx. Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 36 Sale and Servicing Agreement (2015-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATIONSenior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: Name: Title: By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-24, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-4 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-4 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-4
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-4)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxx X. Xxxxxx Name: Xxxxxx X. Xxxxxx Title: Assistant Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Associate SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx XxXxxxxxxx Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Vice President By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Associate SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-24, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-4 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-4 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-4
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-4)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-5) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-5 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2023-5 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-5
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-5)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxxx Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Senior Trust Officer SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2024-1 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2024-1 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-1
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. 36 Sale and Servicing Agreement (2014-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxx Name: Xxxxx Xxxxx Xxxxxx Xxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152014-2, as Issuer By: Wilmington TrustXxxxx Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES9.23
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-5) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxxx Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Senior Trust Officer SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-5 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2023-5 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-5
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-5)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 40 Sale and Servicing Agreement (SDART 2023-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President S-1 Sale and Chief Financial Officer XXXXXXXXX XXXXX Servicing Agreement (SDART 2023-3) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Acknowledged Vice President S-2 Sale and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-3) SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-3) CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Senior Trust Officer S-4 Sale and Servicing Agreement (SDART 2023-3) SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-3 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – SDART 2023-3 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-3
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-3)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-1 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust—Santander Drive Auto Receivables Trust 2023-1
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”)Trustee. For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby hereto agree to amend make such amendments to the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxx Name: Xxxxx Xxxxx Xxxxxx Xxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152013-25, as Issuer By: Wilmington TrustXxxxx Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxxxx Xxxxxxx Name: Xxxxxxxx Xxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES9.23
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxx Xxxxx Xxxxxx Xxxxxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ Xxxxxx Xxxxxxxx Name: Xxxxxx Xxxxxxxx Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKVice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: /s/ Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ Xxxxxxx X. Xxxxx Name: Xxxxxxx X. Xxxxx Title: Vice President SCHEDULE I NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-2 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-2 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets If to the Asset Representations Reviewer: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: Legal Department Email: XXXXxxxxxx@xxxxxxx.xxx If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 Attention: Asset Backed Surveillance Department If to Morningstar DBRS: DBRS, Inc. 000 Xxxxxxxx, 00xx Xxxxx New York, New York, 10005 EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT April 24, 2024 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of April 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: SCHEDULE I REPRESENTATIONS EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND WARRANTIES WITH RESPECT TO THE RECEIVABLESCOVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Senior Trust Officer SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-1 c/o Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Xxxxxxxxxx, Xxxxxxxx 00000-0000 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Xxxxxx, Xxxxx 00000 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Xxxxxx, Xxxxx 00000 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Agency and Trust—Santander Drive Auto Receivables Trust 2023-1
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152014-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent Owner Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2014-4)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxx. X. Xxxxxxxxxx Name: Xxxx. X. Xxxxxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx XxXxxxxxxx Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: Xxxxx Xxxxx Xxxxxx Xxxxxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: Xxxxxx Xxxxxxxx Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: SCHEDULE I REPRESENTATIONS NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-2 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-2 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets If to the Asset Representations Reviewer: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: Legal Department Email: XXXXxxxxxx@xxxxxxx.xxx If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 Attention: Asset Backed Surveillance Department If to Morningstar DBRS: DBRS, Inc. 000 Xxxxxxxx, 00xx Xxxxx New York, New York, 10005 EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT April 24, 2024 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of April 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES WITH RESPECT TO THE RECEIVABLESAND COVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: Xxxxx Xxxxx Xxxxxx Xxxxxxxx Title: President and Chief Financial Officer XXXXXXXXX XXXXX BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: Xxxxxx Xxxxxxxx Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: SCHEDULE I REPRESENTATIONS NOTICE ADDRESSES If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-1 c/o Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: xxxxx.xxxxxxxxx@xxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association 0000 Xxxxxx Xxxx Xxxxx St. Xxxx, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association 0000 X. Xxxxxx Xxxxxx Wilmington, Delaware 19890 Attention: Global Capital Markets If to the Asset Representations Reviewer: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: Legal Department Email: XXXXxxxxxx@xxxxxxx.xxx If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 Attention: Asset Backed Surveillance Department If to KBRA: Xxxxx Bond Rating Agency, LLC 000 Xxxxx Xxxxxx, 00xx xxxxx New York, New York 10022 Attention: ABS Surveillance Email: xxxxxxxxxxxxxxx@xxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT January 24, 2024 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES WITH RESPECT TO THE RECEIVABLESAND COVENANTS In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:
Appears in 1 contract
Samples: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”)Trustee. For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby hereto agree to amend make such amendments to the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxxxx Xxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152013-25, as Issuer By: Wilmington TrustXxxxx Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES9.23
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxx XxXxxxxxxx Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 2015-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxx X. Xxxxxx, Xx. Name: Xxxx XxXxxxxxxx X. Xxxxxx, Xx. Title: Treasurer Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ Xxxxxxxx X. Xxxxxxxx Name: Xxxxxxxx X. Xxxxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-2) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 41 Sale and Servicing Agreement (SDART 2024-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ Xxxxxx Xxxxx Name: Xxxxx Xxxxxx Xxxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: /s/ Xxxxx Xxxxxxxxxx Name: Xxxxx Xxxxxxxxxx Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ Xxxxxx Xxx Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ Xxxxxx XxXxxxxx Name: Xxxxxx XxXxxxxx Title: Vice President SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2024-2 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2024-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XxxxxxxxXxxxxxxxx@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-2 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-2
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. [SIGNATURES FOLLOW] 40 Sale and Servicing Agreement (SDART 2023-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxx XxXxxxxxxx Title: Vice President S-1 Sale and Chief Financial Officer XXXXXXXXX XXXXX Servicing Agreement (SDART 2023-2) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged S-2 Sale and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-2) SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Xxxxxx Xxx Title: Treasurer XXXXX FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-2) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title: S-4 Sale and Servicing Agreement (SDART 2023-2) SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLESNOTICE ADDRESSES If to the Issuer: Santander Drive Auto Receivables Trust 2023-2 c/o Citibank, N.A. as Owner Trustee 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – SDART 2023-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Seller: Santander Drive Auto Receivables LLC 0000 Xxx Xxxxxx, Xxxxx 000 Dallas, Texas 75201 Facsimile: (000) 000-0000 Attention: Santander Capital Markets Email: XXXXX@xxxxxxxxxxxxxxxxxxxx.xxx If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association Xxxxxx Square North 0000 Xxxxx Xxxxxx Xxxxxx Wilmington, Delaware 19890-0001 Facsimile: (000) 000-0000 Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-2 If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx Xxxxxxx New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-2 Email: Xxxxx.X.Xxxxxxxxxx@xxxx.xxx If to the Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-2 If to Xxxxx’x: Xxxxx’x Investors Service, Inc.
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-2)
Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. 36 Sale and Servicing Agreement (2014-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: Xxxxx Xxxxx Xxxxxx Xxxx Title: Vice President and Chief Financial Officer XXXXXXXXX XXXXX AUTO RECEIVABLES TRUST 20152014-2, as Issuer By: Wilmington TrustXxxxx Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: Xxxx XxXxxxxxxx Title: Treasurer XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title: SCHEDULE I REPRESENTATIONS AND WARRANTIES WITH RESPECT TO THE RECEIVABLES9.23
Appears in 1 contract
Samples: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)
