Common use of Duties of the Backup Servicer Clause in Contracts

Duties of the Backup Servicer. (a) In furtherance of its undertaking in Section 2 above, from and after the date hereof until the Appointment Effective Date, the Backup Servicer agrees to perform the Backup Servicer functions as set forth in this Section 3. On and after the Appointment Effective Date, the Backup Servicer, as Successor Servicer, shall serve as “Servicer” under the Servicing Agreement. (b) On or before 10 a.m. Pacific Time three Business Days following the end of each calendar month, the Servicer shall transfer to the Backup Servicer a detailed master file in computer readable format as reasonably agreed to by the Servicer and the Backup Servicer (the “Monthly Master File”) for the Serviced Receivables as of the last day of the preceding calendar month, and the Backup Servicer shall maintain and store such master file on a secure FTP site. (c) Within five (5) business days of receipt of the Monthly Master File, the Backup Servicer shall load the information from the Monthly Master File into the Backup Servicer’s data system and provide each Client and the Indenture Trustee with a certificate stating that the Monthly Master File has been received, is in an acceptable format and the Backup Servicer is able to begin servicing of the Serviced Receivables within 30 days of receipt of the Monthly Master File. (d) The Backup Servicer shall receive and review the Servicer’s Certificate related to such Monthly Master File. The Backup Servicer shall verify the information set forth on Exhibit A hereto, to the extent such information is contained in the Monthly Master File. The verification shall compare the information on the Servicer’s Certificate to the information on the Backup Servicer’s data system using the Monthly Master File. (e) Within five (5) business days of receipt of the Monthly Master File, the Backup Servicer will deliver to the Servicer, the Indenture Trustee and each Client a notice either (i) certifying that it has confirmed the accuracy of the information specified in Exhibit A hereto in the Servicer’s Certificate related to such Monthly Master File, as described above, or (ii) describing any discrepancies discovered in the information specified in Exhibit A hereto contained in the Servicer’s Certificate related to such Monthly Master File. (f) The Servicer agrees to provide the Backup Servicer with any information that the Servicer has in its possession (or is able to obtain without undue effort or expense) the Backup Servicer may reasonably request that is necessary to perform its obligations hereunder. (g) The Servicer agrees that no information shall be transferred to the Backup Servicer that would be restricted under the “Payment Card Industry Data Security Standard.” (h) Except as provided herein, the Backup Servicer shall have no obligation to supervise, verify, monitor or administer the performance of the Servicer and shall have no liability for any action taken or omitted by the Servicer.

Duties of the Backup Servicer. (a) In furtherance of its undertaking in Section 2 above, from and after the date hereof until the Appointment Effective Date, the Backup Servicer agrees to perform the Backup Servicer functions as set forth in this Section 3. On and after the Appointment Effective Date, the Backup Servicer, as Successor Servicer, shall serve as “Servicer” under the Servicing Agreement. (b) On or before 10 a.m. Pacific Time three [three] Business Days following the end of each calendar month, the Servicer shall transfer to the Backup Servicer a detailed master file in computer readable format as reasonably agreed to by the Servicer and the Backup Servicer (the “Monthly Master File”) for the Serviced Receivables as of the last day of the preceding calendar month, and the Backup Servicer shall maintain and store such master file on a secure FTP site. (c) Within [five (5) )] business days of receipt of the Monthly Master File, the Backup Servicer shall load the information from the Monthly Master File into the Backup Servicer’s data system and provide each [each] Client and the Indenture Trustee with a certificate stating that the Monthly Master File has been received, is in an acceptable format and the Backup Servicer is able to begin servicing of the Serviced Receivables within 30 days of receipt of the Monthly Master File. (d) The Backup Servicer shall receive and review the Servicer’s Certificate related to such Monthly Master File. The Backup Servicer shall verify the information set forth on Exhibit A hereto, to the extent such information is contained in the Monthly Master File. The verification shall compare the information on the Servicer’s Certificate to the information on the Backup Servicer’s data system using the Monthly Master File. (e) Within five (5) business days of receipt of the Monthly Master File, the Backup Servicer will deliver to the Servicer, the Indenture Trustee and each [each] Client a notice either (i) certifying that it has confirmed the accuracy of the information specified in Exhibit A hereto in the Servicer’s Certificate related to such Monthly Master File, as described above, or (ii) describing any discrepancies discovered in the information specified in Exhibit A hereto contained in the Servicer’s Certificate related to such Monthly Master File. (f) The Servicer agrees to provide the Backup Servicer with any information that the Servicer has in its possession (or is able to obtain without undue effort or expense) the Backup Servicer may reasonably request that is necessary to perform its obligations hereunder. (g) The Servicer agrees that no information shall be transferred to the Backup Servicer that would be restricted under the “Payment Card Industry Data Security Standard.” (h) Except as provided herein, the Backup Servicer shall have no obligation to supervise, verify, monitor or administer the performance of the Servicer and shall have no liability for any action taken or omitted by the Servicer.