Common use of Safekeeping Clause in Contracts

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 49 contracts

Samples: Sale and Servicing Agreement (John Deere Owner Trust 2016-B), Sale and Servicing Agreement (John Deere Owner Trust 2021-B), Sale and Servicing Agreement (John Deere Receivables, Inc.)

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Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files.

Appears in 41 contracts

Samples: Sale and Servicing Agreement (DaimlerChrysler Auto Trust 2006-D), Sale and Servicing Agreement (DaimlerChrysler Auto Trust 2006-C), Sale and Servicing Agreement (Chrysler Financial Co LLC Premier Auto Trust 1999-3)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer covenants and agrees that it shall conduct, or cause to be conducted, periodic audits of hold the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy prevent any other Person from obtaining “control” of any “electronic chattel paper” included therein (as such terms are used in section 9-105 of the Servicer’s record keepingUCC). The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Entity or the Indenture Trustee of the Receivable Files.

Appears in 40 contracts

Samples: Sale and Servicing Agreement (World Omni Auto Receivables Trust 2020-A), Sale and Servicing Agreement (World Omni Auto Receivables Trust 2021-B), Sale and Servicing Agreement (World Omni Auto Receivables Trust 2023-D)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive and motorcycle receivables that the Servicer services for itself or othersothers and the Servicer acknowledges that for purposes of Section 9-313(c) of the UCC that it is retaining possession of and acting as custodian for the Receivable Files for the benefit of the Indenture Trustee. The Servicer shall conduct, or cause to be conducted, periodic audits reviews of the Receivable Files held by it under this Agreement in a manner consistent with its reviews of other receivables serviced for its own account and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any material failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such material failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivables or the Receivable Files.

Appears in 21 contracts

Samples: Sale and Servicing Agreement (BMW Fs Securities LLC), Sale and Servicing Agreement (BMW Fs Securities LLC), Sale and Servicing Agreement (BMW Fs Securities LLC)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or othersitself. The Servicer covenants and agrees that it shall conduct, or cause to be conducted, periodic audits of hold the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy prevent any other Person from obtaining “control” of any “electronic chattel paper” included therein (as such terms are used in section 9-105 of the Servicer’s record keepingUCC). The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Entity or the Indenture Trustee of the Receivable Files.

Appears in 19 contracts

Samples: Sale and Servicing Agreement (World Omni Auto Receivables LLC), Sale and Servicing Agreement (World Omni Auto Receivables Trust 2017-B), Sale and Servicing Agreement (World Omni Auto Receivables Trust 2019-A)

Safekeeping. The Servicer shall hold the Receivable Files on behalf for the benefit of the Issuing Entity Issuer and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable equipment receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing EntityIssuer, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 17 contracts

Samples: Sale and Servicing Agreement (CNH Capital Receivables Inc), Sale and Servicing Agreement (CNH Capital Receivables Inc), Sale and Servicing Agreement (Case Receivables Ii Inc)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Issuer, and maintain such accurate and complete accounts, records (either original execution documents or copies of such originally executed documents shall be sufficient) and computer systems pertaining to each Receivable File the Receivables as shall enable the Issuing Entity Issuer to comply with its obligations pursuant to this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all of comparable new or used automobile receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the files of all receivables owned or serviced by the Servicer which shall include the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Owner Trustee or the Indenture Trustee to verify identify all Receivable Files and such related accounts, records and computer systems and to verify, if the Owner Trustee or the Indenture Trustee so elects, the accuracy of the Servicer’s record keeping's recordkeeping. The Servicer shall promptly report to the Issuing Entity and Owner Trustee or the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided provided, and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 12 contracts

Samples: Sale and Servicing Agreement (Chase Manhattan Bank Usa), Sale and Servicing Agreement (Chase Manhattan Auto Owner Trust 2001 A), Sale and Servicing Agreement (Chase Manhattan Auto Owner Trust 2002-B)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Trustee for the use and benefit of all present and future Certificateholders, and maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed ; provided, however, notwithstanding anything to require an initial review the contrary in Section 7.03 or any periodic review by the Issuing Entitythis Section 7.04, the Owner Trustee or Servicer shall not be required to possess the Indenture Trustee original of Receivables representing less than 2% of the Receivable FilesOriginal Pool Balance until 30 days following the Closing Date.

Appears in 11 contracts

Samples: Pooling and Servicing Agreement (Uacsc 1997-D Auto Trust), Pooling and Servicing Agreement (Uacsc 1997-C Auto Trust), Pooling and Servicing Agreement (Uacsc 1997-a Auto Trust)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 11 contracts

Samples: Sale and Servicing Agreement (John Deere Owner Trust 2011), Sale and Servicing Agreement (John Deere Owner Trust 2009-B), Sale and Servicing Agreement (John Deere Owner Trust 2013)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files.

Appears in 6 contracts

Samples: Sale and Servicing Agreement (Daimlerchrysler Auto Trust 2008-A), Sale and Servicing Agreement (Chrysler Financial Auto Securitization Trust 2009-B), Form of Sale and Servicing Agreement (Chrysler Financial Services Americas LLC)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Issuer, and maintain such accurate and complete accounts, records (either original execution documents or copies of such originally executed documents shall be sufficient), and computer systems pertaining to each Receivable File the Receivables as shall enable the Issuing Entity Issuer to comply with its obligations pursuant to this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all of comparable new or used automobile receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the files of all receivables owned or serviced by the Servicer which shall include the Receivable Files held by it under this Agreement and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity Owner Trustee or the Indenture Trustee to verify identify all Receivable Files and such related accounts, records and computer systems and to verify, if the Owner Trustee or the Indenture Trustee so elects, the accuracy of the Servicer’s record keeping's recordkeeping. The Servicer shall promptly report to the Issuing Entity and Owner Trustee or the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided provided, and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 5 contracts

Samples: Sale and Servicing Agreement (Chase Manhattan Bank Usa), Form of Sale and Servicing Agreement (Chase Manhattan Bank Usa National Association), Sale and Servicing Agreement (Chase Manhattan Bank Usa)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Issuer, the Indenture Collateral Agent and the Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor’s maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Security Insurer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer, the Security Insurer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Franklin Receivables Auto Trust 2003-1), Subsequent Transfer Agreement (Franklin Auto Trust 2004-2), Sale and Servicing Agreement (Franklin Auto Trust 2004-1)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files.

Appears in 4 contracts

Samples: Form of Sale and Servicing Agreement (National City Bank /), Sale and Servicing Agreement (National City Auto Receivables Trust 2002-A), Sale and Servicing Agreement (SSB Vehicle Sec Huntington Auto Trust 2000-A)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, care using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Receivables Files.

Appears in 4 contracts

Samples: Sale and Servicing Agreement (Bond Securitization LLC), Sale and Servicing Agreement (Bond Securitization LLC), Sale and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp)

Safekeeping. The Servicer shall hold the Receivable Files as custodian on behalf of the Issuing Entity Trustee for the benefit of all present and future Certificateholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 4 contracts

Samples: Pooling and Servicing Agreement (Gs Mortgage Securities Corp), Pooling and Servicing Agreement (Gs Mortgage Securities Corp), Pooling and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Owner Trustee or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing EntityIssuer, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Toyota Motor Credit Corp), Sale and Servicing Agreement (Toyota Motor Credit Corp), Sale and Servicing Agreement (Toyota Motor Credit Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, care using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Receivables Files.

Appears in 3 contracts

Samples: Form of Sale and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp), Form of Sale and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp), Sale and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Issuer, the Indenture Collateral Agent, the Indenture Administrator and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor’s maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Indenture Administrator or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer, the Indenture Administrator and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 3 contracts

Samples: Sale and Servicing (Franklin Auto Trust 2005-1), Sale and Servicing Agreement (Franklin Auto Trust 2008-A), Sale and Servicing Agreement (Franklin Receivables LLC)

Safekeeping. The Servicer In accordance with the Custodian Agreement, the Servicer, in its capacity as custodian, shall segregate and hold the Receivable Files on behalf of the Issuing Entity Indenture Trustee, for the benefit of the Noteholders, and for the Trust pursuant to Section 7.03 hereof and shall maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trust to comply with this AgreementAgreement and the other Basic Documents to which it is a party. In performing its duties as custodiancustodian pursuant to Section 7.03 hereof, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automobile receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee Trust to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Owner Trustee and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Trust and Servicing Agreement (Bay View Deposit CORP), Trust and Servicing Agreement (Bay View Deposit CORP)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable recreational vehicle receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Transfer and Servicing Agreement (Deutsche Recreational Asset Funding Corp), Transfer and Servicing Agreement (Deutsche Recreational Asset Funding Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf Files, in trust, as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable motor vehicle receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic internal audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or Issuer and the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files. In acting as custodian of the Receivable Files, the Servicer further agrees not to assert any beneficial ownership interests in the Receivables or the Receivable Files.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Morgan Stanley Auto Loan Trust 2004-Hb2), Sale and Servicing Agreement (Morgan Stanley Auto Loan Trust 2004-Hb1)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodianunder this Section 3.05, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable motor vehicle receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or Issuer and the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files. In acting as custodian of the Receivable Files, the Servicer agrees further not to assert any beneficial ownership interests in the Receivables or the Receivable Files.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (SSB Vehicle Securities Inc SSB Auto Loan Trust 2002-1), Sale and Servicing Agreement (SSB Vehicle Securities Inc SSB Auto Loan Trust 2002-1)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (John Deere Owner Trust 2006), Sale and Servicing Agreement (Deere John Receivables Inc)

Safekeeping. The Servicer shall hold the Receivable Files on behalf for the benefit of the Issuing Entity Issuer and the Indenture Trustee and maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Servicer and the Issuer to comply with the terms and conditions of this Agreement, and the Indenture Trustee to comply with the terms and conditions of the Indenture. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The In accordance with its customary practices with respect to its retail installment sale contracts, the Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Owner Trustee and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing EntityIssuer, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Ford Credit Auto Receivables Two LLC), Sale Agreement (Ford Credit Auto Receivables Two L P)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Trustee for the use and benefit of all present and future Certificateholders and maintain such accurate and complete accounts, records (either original execution documents or copies of such originally executed documents shall be sufficient), and computer systems pertaining to each Receivable File the Receivables as shall enable the Issuing Entity Trustee to comply with its obligations pursuant to this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all of comparable new or used automobile receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the files of all receivables owned or serviced by the Servicer which shall include the Receivable Files held by it under this Agreement and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify identify all Receivable Files and such related accounts, records and computer systems and to verify, if the Trustee so elects, the accuracy of the Servicer’s record keeping's recordkeeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided provided, and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Chase Manhattan Bank Usa National Association), Pooling and Servicing Agreement (Chase Manhattan Bank Usa)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Issuer, the Indenture Collateral Agent and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor’s maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Franklin Auto Trust 2007-1), Sale and Servicing Agreement (Franklin Auto Trust 2006-1)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Trust for the use and benefit of all Certificateholders and the Surety Bond Issuer, and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Servicer to comply with this these Standard Terms and Conditions of Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement the Agreement, and of the related accounts, records and computer systems, in such a manner as shall would enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 2 contracts

Samples: Pooling and Servicing Agreement (Nationscredit Grantor Trust 1997-1), Pooling and Servicing Agreement (Nationscredit Grantor Trust 1997-2)

Safekeeping. The Servicer shall hold the Receivable Files on behalf Files, in trust, as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties under this Section 3.05 as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable motor vehicle receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic internal audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or Issuer and the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files. In acting as custodian of the Receivable Files, the Servicer further agrees not to assert any beneficial ownership interests in the Receivables or the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Goldman Sachs Asset Backed Securities Corp)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf for the benefit of the Issuing Entity Administrative Agent and the Secured Parties and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Servicer and the Borrower to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer it exercises with respect to the receivable files relating to all of comparable receivables motor vehicle installment sales contracts and installment loans that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, in accordance with its customary practices and procedures, periodic audits examinations of the files of all receivables owned or serviced by it which shall include the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Administrative Agent or the Indenture Trustee its representatives to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee Administrative Agent any failure on its part to hold the Receivable Files and to maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable FilesFiles by the Administrative Agent or the Secured Parties, and none of the Administrative Agent or the Secured Parties shall be liable or responsible for any action or failure to act by the Servicer in its capacity as custodian hereunder.

Appears in 1 contract

Samples: Credit Agreement (Santander Holdings USA, Inc.)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Issuer, and maintain such accurate and complete accounts, records (either original execution documents or copies of such originally executed documents shall be sufficient) and computer systems pertaining to each Receivable File the Receivables as shall enable the Issuing Entity Issuer to comply with its obligations pursuant to this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all of comparable new or used automobile receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the files of all receivables owned or serviced by the Servicer which shall include the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Owner Trustee or the Indenture Trustee to verify identify all Receivable Files and such related accounts, records and computer systems and to verify, if the Owner Trustee or the Indenture Trustee so elects, the accuracy of the Servicer’s record keepingrecordkeeping. The Servicer shall promptly report to the Issuing Entity and Owner Trustee or the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided provided, and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Chase Auto Owner Trust 2005-A)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer it exercises with respect to the receivable files relating to all of comparable automobile receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits examinations of the files of all receivables owned or serviced by it which shall include the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review of the Receivable Files by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable FilesTrustee.

Appears in 1 contract

Samples: Sale and Servicing Agreement (American Honda Receivables LLC)

Safekeeping. The Servicer shall hold the Receivable Files as custodian on behalf of the Issuing Entity Trustee for the benefit of all present and future Certificateholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable (boat) (recreational vehicle) receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Deutsche Recreational Asset Funding Corp)

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Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systemssystems (including the Chrysler Financial System), in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Chrysler Financial Auto Securitization Trust 2009-A)

Safekeeping. The Servicer shall hold the Receivable Files on behalf Files, in trust, as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable motor vehicle receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic internal audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or Issuer and the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files. In acting as custodian of the Receivable Files, the Servicer further agrees not to assert any beneficial ownership interests in the Receivables or the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Morgan Stanley Auto Loan Trust 2003-Hb1)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Trust for the use and benefit of all Certificateholders and the Surety Bond Issuer, and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Servicer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall would enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Cit Group Inc)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Issuer and the Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor's maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Security Insurer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer, the Security Insurer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Execution Copy (Franklin Receivables LLC)

Safekeeping. The ------------------------------- ----------- Servicer shall hold the Receivable Files as custodian on behalf of the Issuing Entity Trustee for the benefit of all present and future Certificateholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable (automotive) (marine) (recreational vehicle) receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Morgan Stanley Abs Capital Ii Inc)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Issuer and the Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor's maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Security Insurer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer, the Security Insurer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Franklin Receivables LLC)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian ----------- for the benefit of the Issuing Entity Issuer and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable boat receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Transfer and Servicing Agreement (Deutsche Recreational Asset Funding Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Seller and the Purchaser and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Seller to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Seller or the Indenture Trustee Purchaser to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Seller and the Indenture Trustee Purchaser any failure on its part to hold the Receivable Receivables Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Seller or the Indenture Trustee Purchaser of the Receivable Files.

Appears in 1 contract

Samples: Receivables Sale Agreement (Chrysler Financial Corp)

Safekeeping. The ------------------------------- ----------- Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, care using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Receivables Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Asset Backed Securities Corp)

Safekeeping. The Servicer In accordance with the Custodian Agreement, the Servicer, in its capacity as custodian, shall segregate and hold the Receivable Files on behalf of the Issuing Entity Indenture Trustee, for the benefit of the Noteholders and the Insurer, and for the Trust pursuant to Section 7.03 hereof and shall maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trust to comply with this AgreementAgreement and the other Basic Documents to which it is a party. In performing its duties as custodiancustodian pursuant to Section 7.03 hereof, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files Receivable Files relating to all comparable automobile receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee Trust to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Insurer, Owner Trustee and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Trust and Servicing Agreement (Bay View Deposit CORP)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Trustee for the use and benefit of all present and future Certificateholders, and maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable motor vehicle receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed ; provided, however, notwithstanding anything to require an initial review the contrary in Section 7.03 or any periodic review by the Issuing Entitythis Section 7.04, the Owner Trustee or Servicer shall not be required to possess the Indenture Trustee original of Receivables representing less than 2% of the Receivable FilesOriginal Pool Balance until 30 days following the Closing Date.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bay View Securitization Corp)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Trustee for the use and benefit of all present and future Certificateholders, and maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Receivables Files held by it under this Agreement the Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed ; provided, however, notwithstanding anything to require an initial review the contrary in Section 7.03 or any periodic review by the Issuing Entitythis Section 7.04, the Owner Trustee or Servicer shall not be required to possess the Indenture Trustee original of Receivables representing less than 2% of the Receivable FilesOriginal Pool Balance until 30 days following the Closing Date.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bay View Deposit CORP)

Safekeeping. The Servicer shall hold the Receivable Files as custodian on behalf of the Issuing Entity Trustee for the benefit of all present and future Certificateholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Ml Asset Backed Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf for the benefit of the Issuing Entity Issuer and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable equipment receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing EntityIssuer, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (CNH Equipment Trust 2003-B)

Safekeeping. The Servicer shall hold the Receivable Receivables Files on behalf of the Issuing Entity Issuer and the Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others, except that the Servicer shall not be obligated, and does not currently intend, to (i) pay any premium of force-placed insurance concerning any Financed Vehicle or (ii) monitor any Obligor's maintenance of such insurance. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Receivables Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer, the Security Insurer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer, the Security Insurer and the Indenture Trustee any failure on its part to hold the Receivable Receivables Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Franklin Receivables LLC)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and the Indenture Trustee, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive and motorcycle receivables that the Servicer services for itself or othersothers and the Servicer acknowledges that for purposes of Section 9-313(c) of the UCC that it is retaining possession of and acting as custodian for the Receivable Files for the benefit of the Indenture Trustee. The Servicer shall conduct, or cause to be conducted, periodic audits reviews of the Receivable Files held by it under this Agreement in a manner consistent with its reviews of other receivables serviced for its own account and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any material failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such material failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivables or the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (BMW Fs Securities LLC)

Safekeeping. The Servicer shall hold the Receivable Files as ----------- custodian on behalf of the Issuing Entity Trustee for the benefit of all present and future Certificateholders, and shall maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this Agreement. In performing its duties as custodian, the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Asset Backed Securities Corp)

Safekeeping. The Servicer Servicer, in its capacity as custodian, shall hold the Receivable Files on behalf of the Issuing Entity Trust for the use and benefit of all present and future Certificateholders, and maintain such accurate and complete accounts, records records, and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee and Servicer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable carecar, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable motor vehicle receivables that the Servicer services for itself or othersitself. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement Agreement, and of the related accounts, records records, and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records records, and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed ; provided, however, notwithstanding anything to require an initial review the contrary in Section 7.03 or any periodic review by the Issuing Entitythis Section 7.04, the Owner Trustee or Servicer shall not be required to possess the Indenture Trustee original of Receivables representing less than 2% of the Receivable FilesOriginal Pool Balance until 30 days following the Closing Date.

Appears in 1 contract

Samples: Pooling and Servicing Agreement (Bay View Securitization Corp)

Safekeeping. The Servicer shall hold the Receivable Files on behalf of the Issuing Entity Trust for the use and benefit of all Certificateholders and the Surety Bond Issuer, and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Trustee to comply with this these Standard Terms and Conditions of Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement the Agreement, and of the related accounts, records and computer systems, in such a manner as shall would enable the Issuing Entity or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Nationscredit Securitization Corp

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the Issuing Entity Issuer and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Issuing Entity Issuer to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable [automotive] [recreational vehicle] receivables that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, periodic audits of the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity Issuer or the Indenture Trustee to verify the accuracy of the Servicer’s 's record keeping. The Servicer shall promptly report to the Issuing Entity Issuer and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity, the Owner Trustee Issuer or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Citigroup Vehicle Securities Inc)

Safekeeping. The Servicer shall hold the Receivable Files on behalf as custodian for the benefit of the [Issuing Entity Entity][Grantor Trust] and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the [Issuing Entity Entity][Grantor Trust] to comply with this Agreement. In performing its duties as custodian, custodian the Servicer shall act with reasonable care, using that degree of skill and attention that the Servicer exercises with respect to the receivable files relating to all comparable automotive receivables that the Servicer services for itself or others. The Servicer covenants and agrees that it shall conduct, or cause to be conducted, periodic audits of hold the Receivable Files held by it under this Agreement and of the related accounts, records and computer systems, in such a manner as shall enable the Issuing Entity or the Indenture Trustee to verify the accuracy prevent any other Person from obtaining “control” of any “electronic chattel paper” included therein (as such terms are used in section 9-105 of the Servicer’s record keepingUCC). The Servicer shall promptly report to the Issuing Entity Entity[, the Grantor Trust] and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and shall promptly take appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Issuing Entity[, the Owner Trustee Grantor Trust] or the Indenture Trustee of the Receivable Files.

Appears in 1 contract

Samples: Sale and Servicing Agreement (World Omni Auto Receivables LLC)

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