Addition of Accounts Clause Samples
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Addition of Accounts. (a) (i) If, from time to time, Funding (A) becomes obligated to designate Additional Accounts pursuant to Subsection 2.08(a) of the Pooling and Servicing Agreement, or (B) elects to designate Additional Accounts pursuant to Subsection 2.08(b) of the Pooling and Servicing Agreement, then in either case Funding may, at its option, give Capital One written notice thereof on or before the eighth Business Day prior to the Addition Date therefor, and upon receipt of such notice Capital One shall on or before the Addition Date, designate sufficient Eligible Accounts to be included as Additional Accounts as requested by Funding.
(ii) Additionally, Capital One may, at its option and with the consent of Funding, designate newly originated Eligible Accounts to be included as Additional Accounts.
(b) On the Addition Date with respect to any designation of Additional Accounts, such Additional Accounts shall become Accounts, and Funding shall purchase Capital One’s right, title and interest in, to and under the Receivables in such Additional Accounts and the related Purchased Assets as provided in Section 2.01, subject to the satisfaction of the following conditions on such Addition Date:
(i) Capital One shall have delivered to Funding copies of UCC financing statements covering such Additional Accounts, if necessary to perfect Funding’s interest in the Receivables arising therein and the related Purchased Assets;
(ii) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to Capital One shall have occurred nor shall the sale of the Receivables arising in the Additional Accounts and the related Purchased Assets to Funding have been made in contemplation of the occurrence thereof;
(iii) Capital One shall have delivered to Funding an Officer’s Certificate of Capital One, dated the Addition Date, to the effect that (A) Capital One reasonably believes that such addition will not, based on the facts known to such officer at the time of such certification, then cause a Pay Out Event under the Pooling and Servicing Agreement or any event to occur that, after the giving of notice or the lapse of time would constitute a Pay Out Event under the Pooling and Servicing Agreement and (B) in the case of Additional Accounts, no selection procedure was utilized by Capital One that would result in a selection of Additional Accounts (from the available Eligible Accounts owned by Capital One) that would be materially adverse to the interests of Fu...
Addition of Accounts. (a) Discover Funding may be obligated to designate additional accounts under Section 2.10 of the Pooling and Servicing Agreement or may elect to designate additional accounts or participation interests under the Pooling and Servicing Agreement. In either case, Discover Funding may require that Discover Bank designate Additional Accounts under this Agreement to enable Discover Funding to satisfy that obligation or election. Discover Funding shall give Discover Bank notice of this requirement to designate Additional Accounts under this Agreement prior to the related Addition Date. If Discover Bank fails to designate Additional Accounts in compliance with that notice only because sufficient credit card accounts are not available to Discover Bank, that failure will not be a breach of this Agreement.
(b) With respect to any Additional Accounts, Discover Bank shall cause the Master Servicer to prepare a reasonable estimate of the amount of Finance Charge Receivables billed in such Additional Accounts for the Due Period in which such accounts are first designated as Additional Accounts. Such estimate shall be deemed to be the amount of Finance Charge Receivables billed in such Additional Accounts in such Due Period absent manifest error.
(c) Discover Bank agrees to provide to Discover Funding such information, certificates, financing statements, opinions and other materials as reasonably necessary to enable Discover Funding to satisfy its obligations under Section 2.10 of the Pooling and Servicing Agreement with respect to Additional Accounts or Participation Interests of Discover Bank. In the case of Additional Accounts, Discover Bank shall deliver to Discover Funding on the date designated by Discover Funding (i) the Account Schedule required to be delivered pursuant to Section 2.1(b) with respect to such Additional Accounts, (ii) upon request by Discover Funding or the Trustee, a certificate setting forth in reasonable detail the calculation of the estimate of the Finance Charge Receivables in such Additional Accounts and (iii) a duly executed written assignment covering the related Conveyed Assets, substantially in the form of Exhibit A (the “Supplemental Conveyance”).
Addition of Accounts. (a) If, on any day after the SMT Termination Date, the Aggregate Principal Balance is less than the Minimum Aggregate Principal Balance, either Seller or the Servicer (whichever shall first become aware of same) promptly shall give the Owner Trustee written notice thereof, and as soon as practicable (but in no event later than 10 days thereafter) Seller shall designate additional Eligible Accounts ("Additional Accounts") to be ------------------- included as Accounts and shall transfer the Receivables in such Additional Accounts to the Issuer, in a sufficient amount so that the Aggregate Principal Balance on such day would have, if the Receivables from such Additional Accounts had been transferred to the Issuer on or prior to such day, at least equaled the Minimum Aggregate Principal Balance.
(b) In addition to its obligation under Section 2.6(a), Seller may, -------------- but shall not be obligated to, from time to time, designate Additional Accounts to be included as Accounts, so long as after giving effect to such addition not more than 20% of the Receivables, by outstanding balance, will be 30 or more days delinquent (and for this purpose, Receivables in an Account shall be considered delinquent if less than 100% of a required payment was received).
(c) Seller agrees that any Receivables from Additional Accounts shall be transferred by Seller to the Issuer under Section 2.6(a), (b) or (e) -------------- --- --- upon and subject to the following conditions:
(i) On or before the fifth Business Day (the "Notice Date") ----------- prior to the Addition Date in respect of Additional Accounts added pursuant to Section 2.6(a) or (b), Seller shall give the Owner Trustee -------------- --- and the Servicer written notice that such Additional Accounts will be included and specifying the approximate aggregate amount of the Receivables to be transferred;
(ii) Seller (A) shall transfer to the Issuer Receivables only in Eligible Accounts, and (B) if such designation of Additional Accounts is made pursuant to Section 2.6(b) or (e) and if the addition -------------- --- of such Additional Accounts
(1) would cause the quotient (the "Annual Quotient") of --------------- (x) the sum of the Annual Account Additions after giving effect to such addition plus the related Base Amount divided by (y) the related Base Amount to exceed 1.20, or
(2) would cause the quotient (the "Quarterly Quotient") ------------------ of (x) the sum of the Quarterly Account Additions after givin...
Addition of Accounts. (a) If, during any Monthly Period ending on or after the Certificate Trust Termination Date, Transferor Interest averaged over that period is less than the Minimum Transferor Interest (calculated using the Average Principal Receivables for such Monthly Period as the Aggregate Principal Receivables on the date of determination), Transferor shall designate additional eligible MasterCard or VISA accounts ("Additional Accounts") to be included as Accounts in a sufficient amount such that the average of Transferor Interest as a percentage of the Average Principal Receivables for such Monthly Period, computed by assuming that the amount of the Average Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such Monthly Period, is at least equal to the Minimum Transferor Interest. For purposes of the preceding sentence, the terms "Transferor Interest" and "Minimum Transferor Interest" shall have the meanings assigned to such terms in the Pooling and Servicing Agreement with respect to any day prior to the Certificate Trust Termination Date. Receivables from such Additional Accounts shall be transferred to Issuer on or before the tenth Business Day following such Monthly Period; provided, however, that to the extent Transferor designates Additional Accounts with Principal Receivables substantially in excess of the amount of Principal Receivables required under this subsection 2.06(a), such excess shall be deemed to be optional Additional Accounts under subsection 2.06(b) below and will be permitted to be so designated solely to the extent permitted by subsection 2.06(b).
(b) In addition to its obligation under subsection 2.06(a), Transferor may, but shall not be obligated to, designate from time to time certain Additional Accounts (the "Automatic Additional Accounts") to be included as Accounts, provided that Transferor shall not make more than one such designation in any one Monthly Period; and provided, further, that such Automatic Additional Accounts shall not exceed the Maximum Addition Amount or include Financial Institutions Accounts unless Transferor shall have received the notice from the Rating Agencies required by subsection 2.06(c)(vii) below.
(c) Transferor agrees that any such transfer of Receivables from Additional Accounts under subsection 2.06(a) or (b) shall satisfy the following conditions (to the extent provided below):
(i) on or before the fifth Business Day prior to the Addition Date ...
Addition of Accounts. (a) If, as of the close of -------------------- business on the last day of any Collection Period, (i) the Pool Balance on such day is less than the Required Pool Balance as of the following Distribution Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on such Distribution Date), or (ii) the aggregate interest in the Pool Balance represented by the BCRC Certificate and any Variable Funding Certificate held by BCRC is less than 2% of the aggregate amount of Receivables included in the Pool on such last day, then, unless a Liquidation Event has occurred, on or prior to the tenth Business Day following the end of such Collection Period (the "Addition Date"), the Depositor shall be required to ------------- purchase from BCI under the Receivables Purchase Agreement (but BCI shall have no obligation to sell to BCRC), and shall designate (pursuant to an Addition Notice delivered pursuant to Section 2.05(c) hereof) and transfer to the Trust, the Receivables (and any related Collateral Security) of additional Eligible Accounts of the Depositor to be included as Accounts in a sufficient amount such that, after giving effect to such addition: (x) the Pool Balance as of the close of business on the Addition Date is at least equal to the Required Pool Balance and (y) the aggregate amount of Receivables included in the Pool represented by the BCRC Certificate and any Variable Funding Certificate held by BCRC, is equal to at least 2% of the aggregate amount of Receivables included in the Pool and (z) the Pool shall consist of the same type of Receivables as shall have been included in the Pool prior to such addition (i.e., Domestic Inventory Receivables, Other Account Receivables or both, as the case may be); provided, -------- however, that so long as the Trustee shall have received (whether in connection ------- with the addition of Accounts at such time or in connection with a previous addition of Accounts to the Trust) a letter from each Rating Agency confirming that the inclusion of Accounts relating to Other Account Receivables will not result in the reduction or withdrawal of the rating of any Series or Class of Certificates then outstanding, then, at the option of the Depositor and BCI, Additional Accounts containing Other Account Receivables may be added in satisfaction of such requirement even if the only Accounts previously included in the Trust are Accounts containing Domestic Inventory Receivables; and provide...
Addition of Accounts. (a) Offers to Designate Additional Accounts. From time to time, the Seller may, at its option, offer to designate and the Purchaser may, at its option, request the designation of, one or more Eligible Accounts (each, an "Additional Account") to be included in the Schedule of Accounts, subject to the conditions specified in Section 2.03(b) below. If the Purchaser, at its option, elects to accept any such offer by the Seller or if the Seller, at its option, agrees to any such request of the Purchaser, the Seller shall sell and assign to the Purchaser, and the Purchaser shall purchase from the Seller, all of the Seller's right, title and interest in, to and under all of the Eligible Receivables in each such Additional Account, pursuant to Section 2.01(b)(ii), effective as of the Addition Date specified in a written notice provided by the Servicer, on behalf of the Seller, to the Purchaser (the "Seller Addition Notice"). Effective as of each such Addition Date, such Additional Account shall be deemed to be a Scheduled Account and Eligible Receivables arising therein from and after the Additional Cut-Off Date shall be subject to purchase under Section 2.01(b)(ii) above. Each Seller Addition Notice shall specify the related Additional Cut-Off Date and shall be given (with a copy to the Rating Agencies) on or before the fifth Business Day but not more than 30 days prior to the related Addition Date.
Addition of Accounts. Subject to the condition set forth in this Section 2.5, the Transferor may designate additional accounts to be included as Accounts (the "Additional Accounts").
Addition of Accounts. (a) (i) If, (A) during any period of thirty consecutive days, the Seller Interest averaged over that period is less than the Minimum Seller Interest for that period the Seller shall designate additional eligible MasterCard, VISA or American Express accounts from the Bank Portfolio (“Additional Accounts”) to be included as Accounts in a sufficient amount such that the average of the Seller Interest as a percentage of the Average Principal Receivables for such 30 day period, computed by assuming that the amount of the Principal Receivables of such Additional Accounts shall be deemed to be outstanding in the Trust during each day of such 30-day period, is at least equal to the Minimum Seller Interest, or (B) on any Record Date the aggregate amount of Principal Receivables is less than the Minimum Aggregate Principal Receivables (as adjusted for any Series having a Companion Series as described in the Supplement for such Series), the Seller shall designate Additional Accounts to be included as Accounts in a sufficient amount such that the aggregate amount of Principal Receivables will be equal to or greater than the Minimum Aggregate Principal Receivables. Receivables from such Additional Accounts shall be transferred to the Trust on or before the tenth Business Day following such thirty-day period or Record Date, as the case may be.
Addition of Accounts. 40 SECTION 2.6. Covenants of the Seller.................... 43 SECTION 2.7. Removal of Eligible Accounts............... 46 SECTION 2.8. Removal of Ineligible Accounts............. 47 SECTION 2.9. Sale of Ineligible Receivables............. 49 ARTICLE III
Addition of Accounts. (a) If, as of the close of -------------------- business on the last day of any Collection Period, (i) the Pool Balance on such day is less than the Required Participation Amount as of the following Distribution Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on such Distribution Date), or (ii) the result obtained by multiplying (x) the Transferor's Participation Amount as of the following Distribution Date (after giving effect to the allocations, distributions, withdrawals and deposits to be made on such Distribution Date), by (y) the percentage equivalent of the portion of the Transferor's Interest represented by the FCAR Certificate is less than 2% of the Pool Balance on such last day, then the Transferor shall, within 10 Business Days following the end of such Collection Period, designate and transfer to the Trust the Receivables (and the related Security) of additional Eligible Accounts of the Transferor to be included as Accounts in a sufficient amount such that after giving effect to such addition (i) the Pool Balance as of the close of business on the Addition Date is at least equal to such Required Participation Amount and (ii) the result obtained by multiplying (x) such Transferor's Participation Amount by (y) the percentage equivalent of the portion of the Transferor's Interest represented by the FCAR Certificate, is at least equal to 2% of such Pool Balance, as the case may be. The Transferor shall satisfy the conditions specified in Section 2.05(d) in designating such Additional Accounts and conveying the related Receivables to the Trust. The failure of the Transferor to transfer Receivables to the Trust as provided in this paragraph solely as a result of the unavailability of a sufficient amount of Eligible Receivables shall not constitute a breach of this Agreement; provided, however, that any such failure will nevertheless -------- ------- result in the occurrence of an Early Amortization Event described in Section 9.01(a).
(i) The Transferor may from time to time, at its sole discretion, subject to the conditions specified in paragraph (d) below, voluntarily designate additional Eligible Accounts to be included as Accounts and transfer to the Trust the Receivables (and the related Security) of such Additional Accounts.
(ii) Notwithstanding the conditions specified in clauses (vi), (viii) and (ix) of paragraph (d) of this Section 2.05, the Transferor may from time to time, at its sole discret...