Common use of Procedures for Removal Clause in Contracts

Procedures for Removal. When the provisions of subsection 3.10(b) require removal of a Receivable, Servicer shall accept assignment of Receivables arising under an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account") by depositing into the Collection Account on the applicable Determination Date an amount equal to the principal portion of each Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (to the extent previously included therein). Deposits of any amounts into the Collection Account pursuant to this subsection 3.10(c) shall be treated for all purposes of this Agreement as Principal Collections. Upon the removal of Receivables arising under such Servicer Ineligible Account (and the mailing of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey to Servicer, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible Account, all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer to evidence the conveyance of each Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c). The obligation of Servicer set forth in this subsection 3.10(c), shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest or would cause the aggregate Principal Receivables in the Trust to be less than the Minimum Aggregate Principal Receivables, or would otherwise not be permitted by law, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account in immediately available funds prior to the extent previously included therein)next succeeding Transfer Date in an amount sufficient to cure any such shortfall. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which such deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies moneys due or to become due with respect to each Receivable arising under such Servicer Ineligible Account thereto and all proceeds of thereof and Insurance Proceeds relating thereto and Interchange (if any) allocated to such Servicer Ineligible Receivable and Recoveries relating pursuant to such Servicer Ineligible Receivableany Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.04(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.04(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(e)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under each such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust Issuer and to decrease the Transferor Amount by such amount (but not below zero). On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Amount. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Amount would cause the Transferor Amount to be reduced below the Minimum Transferor Amount, the Transferor shall immediately, but in no event later than 10 Business Days after such event, or, if earlier, the next succeeding Distribution Date, make a deposit in the Excess Funding Account in immediately available funds in an amount equal to the extent previously included therein). Deposits of any amounts into amount by which the Collection Account pursuant to this subsection 3.10(c) shall Transferor Amount would be treated for all purposes of this Agreement as Principal Collectionsreduced below the Minimum Transferor Amount. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust Issuer shall automatically and without further action be deemed to transfer, assign, and otherwise convey Convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust Issuer in and to each such Ineligible Receivable arising under such Servicer (and if all the Receivables of an Account are Ineligible Receivables, all Receivables then existing and thereafter created in the related Account), all monies due or to become due with respect thereto, all Collections, all Recoveries, all rights, remedies, powers and privileges with respect to each Receivable arising under such Servicer Ineligible Account Receivable, and all proceeds of the foregoing and any such Servicer reassigned Ineligible Receivable and Recoveries relating to such Servicer Ineligible shall no longer be treated as a Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee The Issuer shall execute such documents and instruments of transfer or assignment, including a written assignment in substantially the form of Exhibit C-2, and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance Conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(e)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.4(e)(iii), or the automatic removal of such Receivable from the Issuer, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Noteholders or the Holders or Indenture Trustee on behalf of the HoldersNoteholders, except as otherwise specified in any Indenture Supplement.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit into the Excess Funding Account in immediately available funds in an amount equal to the extent previously included therein)amount by which the Transferor Interest would be reduced below the Minimum Transferor Interest. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which such deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Recoveries Insurance Proceeds relating to such Servicer Ineligible ReceivableReceivable allocated to such Ineligible Receivable pursuant to any Supplement. Such Upon such deduction or deposit, the reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment (each in form and substance reasonably satisfactory to the Trustee) and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or 2.4(d)(ii) require removal of a Receivable, Servicer shall accept assignment of Receivables arising under an Account (a "Servicer Ineligible Account" and together with any , Transferor Ineligible Accounts, "Ineligible Account") by depositing into the Collection Account on the applicable Determination Date an amount equal to the principal portion shall accept reassignment of each Receivable arising under such Account (a "Transferor Ineligible Account") by directing Servicer to deduct the Aggregate Receivable Balance of each Receivable arising under an Ineligible Account and deducting such amount from the Principal Aggregate Receivables in the Trust (to the extent previously included therein)) as of such date. Deposits On and after the date of such removal, the principal portion of each Receivable arising under an Ineligible Account shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Transferor Percentage or the Transferor Interest. If the exclusion of a Receivable arising under an Ineligible Account from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below zero or would otherwise not be permitted by law, Transferor shall promptly, and in no event later than 10 Business Days after such event, make a deposit in the Collection Account pursuant to this subsection 3.10(c) shall be treated (for all purposes of this Agreement allocation as Principal CollectionsCollections received on the day of deposit) in immediately available funds prior to the next succeeding Transfer Date in an amount equal to the amount by which the Transferor Interest would be reduced below zero. Upon the removal of Receivables arising under such Servicer any Transferor Ineligible Account Receivable (and the mailing of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, assign and otherwise convey to ServicerTransferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to such each Receivable arising under such Servicer Ineligible Account, all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account and all proceeds of each Receivable arising under such Servicer Ineligible Receivable Account and Recoveries relating to such Servicer Transferor Ineligible Receivable. Such Each reassigned Receivables Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer Transferor to evidence the conveyance of each such Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer Transferor set forth in this subsection 3.10(c2.4(d)(iii), shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b---------------------- ---------- 2.4(d)(i) or subsection 2.4(d)(ii) above require removal of a Receivable, Servicer --------- --------------------- the Seller shall accept assignment reassignment of Receivables arising under the portion of such Receivable that is a Principal Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by (i) directing the --------------------- Servicer to deduct the portion of such Receivable that is a Principal Receivable from the aggregate amount of Principal Receivables in the Trust and to decrease the Seller Interest by such amount and (ii) depositing into the Collection Account on the applicable Determination Date an amount equal to the principal Finance Charge Receivables collected in respect of such Receivable through the date of such removal; provided, however, that if the exclusion of an Ineligible Receivable from -------- ------- the calculation -33- of the Seller Interest would cause the Seller Interest to be less than the Minimum Seller Interest or would otherwise not be permitted by law, such Ineligible Receivable shall not be automatically removed from the Trust, but shall be removed from the Trust only upon the making of the deposit to the Excess Funding Account referred to in the second following sentence. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Seller Percentage or the Seller Interest; provided, however, that for the purposes of subsection 2.6(a) and -------- ------- ----------------- the calculation of the Seller Interest, each Ineligible Receivable shall, notwithstanding the proviso to the immediately preceding sentence, be deemed to have been automatically removed from the Trust. In the event that the exclusion of an Ineligible Receivable from the calculation of the Seller Interest would cause the Seller Interest to be reduced below the Minimum Seller Interest, or would otherwise not be permitted by law, the Seller shall immediately, but in no event later than 10 days after such event, make a deposit in the Excess Funding Account (for allocation as a Principal Receivable pursuant to Article IV) in immediately available funds ---------- in an amount equal to the amount by which the Seller Interest (as determined above) would be reduced below the Minimum Seller Interest. The portion of such deposit allocated to Investor Certificates of each Receivable arising under Series shall be distributed to the Investor Certificateholders of each such Servicer Ineligible Account and deducting such amount from the Principal Receivables Series in the Trust (to manner specified in Article IV, if applicable, on the extent previously included therein). Deposits of any amounts into related ---------- Distribution Date in the Collection Account pursuant to this subsection 3.10(c) shall be treated for all purposes of this Agreement as Principal CollectionsMonthly Period following the Monthly Period in which such deposit is made. Upon the removal reassignment to the Seller of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Seller, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account thereto and all proceeds of thereof, Recoveries and Interchange allocated to such Servicer Ineligible Receivable pursuant to subsections 2.5(k) and Recoveries relating to such Servicer Ineligible Receivable(l). Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents ------------------ --- and instruments of transfer or assignment assignment, on behalf of the Trust, and take other actions as shall reasonably be requested by Servicer the Seller to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c---------- 2.4(d)(iii). In the event that on any day within 60 days of the date on ----------- which the removal of an Ineligible Receivable from the Trust pursuant to this Section 2.4 is effected, the applicable representations and warranties ----------- shall be true and correct in all material respects on such date, the Seller may, but shall not be required to, direct the Servicer to include such Receivable in the Trust by adding the portion of such Receivable which is a Principal Receivable to the Principal Receivables in the Trust. Upon the addition of a Receivable to the Trust pursuant to this subsection 2.4(d)(iii), the ---------------------- Seller shall be deemed to have made the applicable representations and warranties in subsection 2.4(b) as of the date of such addition, as if the ----------------- Receivable had been created on such date, and shall execute all such necessary documents and instruments of transfer or assignment and take such other actions as shall be necessary to effect and perfect the reconveyance of such Receivable to the Trust. The obligation of Servicer the Seller set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable ---------------------- from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest or would otherwise not be permitted by law, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account in immediately available funds prior to the extent previously included therein)next succeeding Transfer Date in an amount equal to the amount by which the Transferor Interest would be reduced below the Minimum Transferor Interest. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which such deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies moneys due or to become due with respect to each Receivable arising under such Servicer Ineligible Account thereto and all proceeds of thereof and Insurance Proceeds relating thereto and Interchange (if any) allocated to such Servicer Ineligible Receivable and Recoveries relating pursuant to such Servicer Ineligible Receivableany Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.04(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.04(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Seller shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the extent previously included therein)Seller Interest by such amount. Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Seller Percentage or the Seller Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Seller Interest would cause the Seller Interest to be reduced below zero or would otherwise not be permitted by law, the Seller shall concurrently make a deposit in the Collection Account pursuant (for allocation as a Principal Receivable) in immediately available funds prior to this subsection 3.10(c) the Transfer Date related to such Monthly Period in which such event occurred in an amount equal to the amount by which the Seller Interest would be reduced below zero. The portion of such deposit allocated to the Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date immediately following such Transfer Date. Upon the removal reassignment to the Seller of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Seller, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Insurance Proceeds and Recoveries relating to such Servicer Ineligible ReceivableReceivable and Interchange (if any) allocated to such Ineligible Receivable pursuant to any Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Seller to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.04(d)(iii). The obligation of Servicer the Seller set forth in this subsection 3.10(c2.04(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b) or subsection 3.13(b) require removal of a Receivable, the Servicer shall shall, subject to subsection 3.13(c), accept assignment of Receivables arising under an Account such Receivable (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountSERVICER INELIGIBLE RECEIVABLE") by depositing into the Collection Account on the applicable Determination Date an amount equal to the principal portion of each such Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (to the extent previously included therein). Deposits of any amounts into the Collection Account pursuant to this subsection 3.10(c) shall be treated for all purposes of this Agreement as Principal Collections. Upon the removal of Receivables arising under such Servicer Ineligible Account Receivables (and the mailing making of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey to the Servicer, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible Account, Receivable all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account Receivable and all proceeds of such Servicer Ineligible Receivable and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by the Servicer to evidence the conveyance of each Receivable arising under such Servicer Ineligible Account Receivable pursuant to this subsection 3.10(c)) in each case without recourse, representation or warranty. The obligation of the Servicer set forth in this subsection 3.10(c), shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or the Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Seller shall accept assignment reassignment of Receivables arising under each such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust and to decrease the Seller Interest by such amount (to the extent previously included thereinbut not below zero). Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor/Purchaser 38 Percentage, the Seller Percentage or the Seller Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Seller Interest would cause the Seller Interest to be reduced below the Aggregate Minimum Seller Interest, the Seller shall immediately, but in no event later than 10 Business Days after such event, or, if earlier, the next succeeding Distribution Date, make a deposit in the Excess Funding Account (except that the portion of such amount allocable to any Receivables Purchase Series shall be deposited in the Collection Account pursuant for the benefit of such Receivables Purchase Series) in immediately available funds in an amount equal to this subsection 3.10(c) shall the amount by which the Seller Interest would be treated for all purposes of this Agreement as Principal Collectionsreduced below the Aggregate Minimum Seller Interest. Upon the removal reassignment to the Seller of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey Convey to Servicerthe Seller, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each such Ineligible Receivable arising under such Servicer (and if all the Receivables of an Account are Ineligible Receivables, all Receivables then existing and thereafter created in the related Account), all monies due or to become due with respect thereto, all Collections, all Recoveries, all rights, remedies, powers and privileges with respect to each Receivable arising under such Servicer Ineligible Account Receivable, and all proceeds of the foregoing and any such Servicer reassigned Ineligible Receivable and Recoveries relating to such Servicer Ineligible shall no longer be treated as a Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment, including a written assignment in substantially the form of Exhibit E-2, and take other actions as shall reasonably be requested by Servicer the Seller to evidence the conveyance Conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Seller set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or Receivables Purchasers or the Holders or Trustee on behalf of the HoldersCertificateholders or Receivables Purchasers, except as otherwise specified in any Supplement or Receivables Purchase Agreement.

Procedures for Removal. When the provisions of subsection 3.10(bSection 2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under each such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust and to decrease the Transferor Interest by such amount (but not below zero). On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Aggregate Minimum Transferor Interest, the Transferor shall immediately, but in no event later than five (5) Business Days after such event, or, if earlier, the next succeeding Distribution Date, make a deposit in the Excess Funding Account in immediately available funds in an amount equal to the extent previously included therein). Deposits of any amounts into amount by which the Collection Account pursuant to this subsection 3.10(c) shall Transferor Interest would be treated for all purposes of this Agreement as Principal Collectionsreduced below the Aggregate Minimum Transferor Interest. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey Convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each such Ineligible Receivable arising under such Servicer (and if all the Receivables of an Account are Ineligible Receivables, all Receivables then existing and thereafter created in the related Account), all monies due or to become due with respect thereto, all Collections, all Recoveries, all rights, remedies, powers and privileges with respect to each Receivable arising under such Servicer Ineligible Account Receivable, and all proceeds of the foregoing and any such Servicer reassigned Ineligible Receivable and Recoveries relating to such Servicer Ineligible shall no longer be treated as a Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment, including a written assignment in substantially the form of Exhibit E-2, and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance Conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(cSection 2.4(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(cSection 2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections Sections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders, except as otherwise specified in any Supplement.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) require removal of a Receivable, Servicer Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into the Collection Account on the applicable Determination Date an amount equal directing Servicer to deduct the principal balance of each such Ineligible Receivable (other than any portion of each Receivable arising under such Servicer Ineligible Account and deducting such amount principal balance constituting Discount Option Receivables) from the Principal Receivables in the Trust (to the extent previously included therein)) and to decrease the Transferor Interest by such amount. Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Collection Transferor Percentage or the Transferor Interest. If the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below zero, Transferor shall promptly, and in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account pursuant in immediately available funds prior to this subsection 3.10(c) shall the next succeeding Transfer Date in an amount equal to the amount by which the Transferor Interest would be treated for all purposes of this Agreement as Principal Collectionsreduced below zero. Upon the removal of Receivables arising under such Servicer any Ineligible Account Receivable (and the mailing making of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to ServicerTransferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Recoveries and Insurance Proceeds relating to such Servicer Ineligible ReceivableReceivable and Interchange (if any) allocated to such Ineligible Receivable pursuant to any Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer Transferor set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Seller shall accept assignment reassignment of Receivables arising under each such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust and to decrease the Seller Interest by such amount (to the extent previously included thereinbut not below zero). Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor/Purchaser Percentage, the Seller Percentage or the Seller Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Seller Interest would cause the Seller Interest to be reduced below the Aggregate Minimum Seller Interest, the Seller shall immediately, but in no event later than 10 Business Days after such event, or, if earlier, the next succeeding Distribution Date, make a deposit in the Excess Funding Account (except that the portion of such amount allocable to any Receivables Purchase Series shall be deposited in the Collection Account pursuant for the benefit of such Receivables Purchase Series) in immediately available funds in an amount equal to this subsection 3.10(c) shall the amount by which the Seller Interest would be treated for all purposes of this Agreement as Principal Collectionsreduced below the Aggregate Minimum Seller Interest. Upon the removal reassignment to the Seller of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey Convey to Servicerthe Seller, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each such Ineligible Receivable arising under such Servicer (and if all the Receivables of an Account are Ineligible Receivables, all Receivables then existing and thereafter created in the related Account), all monies due or to become due with respect thereto, all Collections, all Recoveries, all rights, remedies, powers and privileges with respect to each Receivable arising under such Servicer Ineligible Account Receivable, and all proceeds of the foregoing and any such Servicer reassigned Ineligible Receivable and Recoveries relating to such Servicer Ineligible shall no longer be treated as a Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment, including a written assignment in substantially the form of Exhibit E-2, and take other actions as shall reasonably be requested by Servicer the Seller to evidence the conveyance Conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Seller set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or Receivables Purchasers or the Holders or Trustee on behalf of the HoldersCertificateholders or Receivables Purchasers, except as otherwise specified in any Supplement or Receivables Purchase Agreement.

Procedures for Removal. When the provisions of subsection 3.10(b2.05(a) or (b) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (each such Receivable, an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Servicer to deduct the principal balance of each such Ineligible Receivable from the Pool Balance and to decrease the Transferor Amount by the principal balance of such Ineligible Receivable. On and after the date of such removal, the principal balance of each Ineligible Receivable shall be deducted from the Pool Balance and Transferor Amount. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Amount would cause the Transferor Amount to be reduced below the Required Transferor Amount or the Pool Balance to be reduced below the Minimum Pool Balance or would otherwise not be permitted by law, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account on the applicable Determination Date in immediately available funds in an amount equal to the principal portion of each Receivable arising under such Servicer Ineligible Account and deducting such amount from by which (x) the Principal Receivables in Transferor Amount would be reduced below the Trust Required Transferor Amount or (to y) the extent previously included therein)Pool Balance would be reduced below the Minimum Pool Balance. Deposits Upon reassignment of any amounts into the Collection Account pursuant to this subsection 3.10(c) shall be treated for all purposes of this Agreement as Principal Collections. Upon the removal of Receivables arising under such Servicer Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust Issuing Entity shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor or its designee, without recourse, representation or warranty, all the right, title and interest of the Trust Issuing Entity in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all Interchange and Recoveries related to any such Receivable, all monies and amounts due or to become due with respect to each Receivable arising under such Servicer Ineligible Account and all proceeds of thereof and such Servicer reassigned Ineligible Receivable and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust Issuing Entity as collected in full as of the date on which it was transferred. The obligation of the Transferor to accept reassignment of any Ineligible Receivable conveyed to the Issuing Entity by the Transferor, and to make the deposits, if any, required to be made to the applicable Excess Funding Account as provided in this Section 2.05, shall constitute the sole remedy respecting the event giving rise to such obligation available to the Issuing Entity or the Noteholders (or the Indenture Trustee on behalf of the Noteholders). The Issuing Entity shall execute such documents and instruments of transfer or assignment and take such other actions as shall reasonably be requested and provided by Servicer the Transferor to evidence effect the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.05(c). The obligation , but only upon receipt of Servicer an Officer’s Certificate from the Transferor that states that all conditions set forth in this subsection 3.10(c), shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the HoldersSection 2.05 have been satisfied.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the extent previously included therein)Transferor Interest by such amount. Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below zero or would otherwise not be permitted by law, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit in the Collection Account pursuant (for allocation as a Principal Receivable) in immediately available funds prior to this subsection 3.10(c) the next succeeding Transfer Date in an amount equal to the amount by which the Transferor Interest would be reduced below zero. The portion of such deposit allocated to the Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which ouch deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account thereto and all proceeds of thereof and Insurance Proceeds relating thereto allocated to such Servicer Ineligible Receivable and Recoveries relating pursuant to such Servicer Ineligible Receivableany Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.04(d)(iii) (and any costs or expenses incurred by the Trustee in connection with such conveyance shall be reimbursed by the Servicer). The obligation of Servicer the Transferor, set forth in this subsection 3.10(c2.04(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Seller shall accept assignment reassignment of Receivables arising under each such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust and to decrease the Seller Interest by such amount (to the extent previously included thereinbut not below zero). Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor/Purchaser Percentage, the Seller Percentage or the Seller Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Seller Interest would cause the Seller Interest to be reduced below the Aggregate Minimum Seller Interest, the Seller shall immediately, but in no event later than 10 Business Days after such event, or, if earlier, the next succeeding Distribution Date, make a deposit in the Excess Funding Account (except that the portion of such amount allocable to any Receivables Purchase Series shall be deposited in the Collection Account pursuant for the benefit of such Receivables Purchase Series) in immediately available funds in an amount equal to this subsection 3.10(c) shall the amount by which the Seller Interest would be treated for all purposes of this Agreement as Principal Collectionsreduced below the Aggregate Minimum Seller Interest. Upon the removal reassignment to the Seller of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey Convey to Servicerthe Seller, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each such Ineligible Receivable arising under such Servicer (and if all the Receivables of an Account are Ineligible Receivables, all Receivables then existing and thereafter created in the related Account), all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account and thereto, all proceeds of such Servicer Ineligible Receivable and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer to evidence the conveyance of each Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c). The obligation of Servicer set forth in this subsection 3.10(c)Collections, shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.all Recoveries, all

Procedures for Removal. When the provisions of subsection 3.10(b) and subsection 3.13(b) require removal of a Receivable, Servicer shall shall, subject to subsection 3.13(c), accept assignment of Receivables arising under an Account such Receivable (a "Servicer Ineligible AccountReceivable" and together with any Transferor Ineligible AccountsReceivable, an "Ineligible AccountReceivable") by depositing into the Collection Account on the applicable Determination Date an amount equal to the principal portion of each such Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (to the extent previously included therein). Deposits of any amounts into the Collection Account pursuant to this subsection 3.10(c) shall be treated for all purposes of this Agreement as Principal Collections. Upon the removal of Receivables arising under such Servicer Ineligible Account Receivables (and the mailing making of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, and otherwise convey to Servicer, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible Account, Receivable all monies due or to become due with respect to each Receivable arising under such Servicer Ineligible Account Receivable and all proceeds of such Servicer Ineligible Receivable and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer to evidence the conveyance of each Receivable arising under such Servicer Ineligible Account Receivable pursuant to this subsection 3.10(c)) in each case without recourse, representation or warranty. The obligation of Servicer set forth in this subsection 3.10(c), shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest, the Transferor shall immediately, but in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account in immediately available funds in an amount equal to the extent previously included therein)amount by which the Transferor Interest would be reduced below the Minimum Transferor Interest. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which such deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Recoveries Insurance Proceeds relating to such Servicer Ineligible ReceivableReceivable allocated to such Ineligible Receivable pursuant to any Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(bSUBSECTION 2.4(D)(II) require removal of a Receivable, Servicer shall the Transferor shall, subject to SUBSECTION 2.4(D)(V), accept assignment reassignment of Receivables arising under an Account such Receivable (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountTRANSFEROR INELIGIBLE RECEIVABLE") by depositing into directing the Collection Account on Servicer to deduct the applicable Determination Date an amount equal to the principal portion Aggregate Receivable Balance of each Transferor Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Aggregate Receivables in the Trust (to the extent previously included therein)) as of such date. Deposits On and after the date of such removal, the principal portion of each Transferor Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Collection Transferor Percentage or the Transferor Interest. If the exclusion of a Transferor Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below zero or would otherwise not be permitted by law, the Transferor shall promptly, and in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account pursuant to this subsection 3.10(c) shall be treated (for all purposes of this Agreement allocation as Principal CollectionsCollections received on the day of deposit) in immediately available funds prior to the next succeeding Transfer Date in an amount equal to the amount by which the Transferor Interest would be reduced below zero. Upon the removal of Receivables arising under such Servicer any Transferor Ineligible Account Receivable (and the mailing of any deposit required above), the Trust shall automatically and without further action be deemed to transfer, assign, assign and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Transferor Ineligible AccountReceivable, all monies due or to become due with respect to each such Transferor Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Transferor Ineligible Receivable and Recoveries relating to such Servicer Transferor Ineligible Receivable. Such reassigned Receivables shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Transferor Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.4(d)(iii), shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to the Holders or the Trustee on behalf of the Holders.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the extent previously included therein)Transferor Interest by such amount. Deposits On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any amounts into Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below zero or would otherwise not be permitted by law, the Transferor shall concurrently make a deposit in the Collection Account pursuant (for allocation as a Principal Receivable) in immediately available funds prior to this subsection 3.10(c) the Transfer Date related to such Monthly Period in which such event occurred in an amount equal to the amount by which the Transferor Interest would be reduced below zero. The portion of such deposit allocated to the Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date immediately following such Transfer Date. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust Trustee shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust Trustee in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and all Interchange, Insurance Proceeds and Recoveries relating to such Servicer Ineligible Receivable. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.04(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c), 2.04(d)(iii) and the automatic removal of such Receivable from the Trust shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.

Procedures for Removal. When the provisions of subsection 3.10(b2.04(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall give written notice of such removal to each Rating Agency and shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer “Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible Account"Receivable”) by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest, or would cause the aggregate Principal Receivables in the Trust to be less than the Minimum Aggregate Principal Receivables, or would otherwise not be permitted by law, the Transferor, using funds received from the RPA Seller under Section 6.01 of the Receivables Purchase Agreement, shall: (i) concurrently make a deposit in the Excess Funding Account in immediately available funds prior to the extent previously included therein)Transfer Date related to such Monthly Period in which such event occurred in an amount equal to the greater of: (x) the amount by which the Transferor Interest would be reduced below the Minimum Transferor Interest or (y) the amount by which the aggregate Principal Receivables in the Trust would be less than the Minimum Aggregate Principal Receivables; or (ii) transfer additional Receivables (or additional Accounts that contain such Receivables) such that after giving effect to such transfer, the Transferor Interest shall then be equal to the Minimum Transferor Interest and the aggregate Principal Receivables in the Trust shall then be equal to the Minimum Aggregate Principal Receivables. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date immediately following such Transfer Date. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust Trustee shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust Trustee in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account (including all Finance Charge Receivables) and all proceeds of such Servicer Ineligible Receivable and Recoveries Insurance Proceeds relating to such Servicer Ineligible ReceivableReceivable and Interchange (if any) allocated to such Ineligible Receivable pursuant to any Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust Trustee as collected in full as of the date on which it was transferred. Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer to evidence the conveyance of each Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c). The obligation of Servicer set forth in this subsection 3.10(c), shall constitute the sole remedy respecting any breach set forth in the above-referenced subsections with respect to such Receivable available to the Holders or Trustee on behalf of the Holders.was

Procedures for Removal. When the provisions of subsection 3.10(b2.4(d)(i) or (ii) above require removal of a Receivable, Servicer the Transferor shall accept assignment reassignment of Receivables arising under such Receivable (an Account (a "Servicer Ineligible Account" and together with any Transferor Ineligible Accounts, "Ineligible AccountReceivable") by depositing into directing the Collection Account on the applicable Determination Date an amount equal Servicer to deduct the principal portion balance of each such Ineligible Receivable arising under such Servicer Ineligible Account and deducting such amount from the Principal Receivables in the Trust (and to decrease the Transferor Interest by such amount. On and after the date of such removal, each Ineligible Receivable shall be deducted from the aggregate amount of Principal Receivables used in the calculation of any Investor Percentage, the Transferor Percentage or the Transferor Interest. In the event that the exclusion of an Ineligible Receivable from the calculation of the Transferor Interest would cause the Transferor Interest to be reduced below the Minimum Transferor Interest, the Transferor shall promptly, but in no event later than 10 Business Days after such event, make a deposit in the Excess Funding Account in immediately available funds in an amount equal to the extent previously included therein)amount by which the Transferor Interest would be reduced below the Minimum Transferor Interest. Deposits The portion of any amounts into such deposit allocated to the Collection Account pursuant to this subsection 3.10(c) Investor Certificates of each Series shall be treated for all purposes distributed to the Investor Certificateholders of this Agreement as Principal Collectionseach Series in the manner specified in Article IV, if applicable, on the Distribution Date relating to the Monthly Period in which such deposit is made. Upon the removal reassignment to the Transferor of Receivables arising under such Servicer an Ineligible Account (and the mailing of any deposit required above)Receivable, the Trust shall automatically and without further action be deemed to transfer, assign, set-over and otherwise convey to Servicerthe Transferor, without recourse, representation or warranty, all the right, title and interest of the Trust in and to each Receivable arising under such Servicer Ineligible AccountReceivable, all monies due or to become due with respect to each such Ineligible Receivable arising under such Servicer Ineligible Account and all proceeds of such Servicer Ineligible Receivable and Recoveries Insurance Proceeds relating to such Servicer Ineligible ReceivableReceivable allocated to such Ineligible Receivable pursuant to any Supplement. Such reassigned Receivables Ineligible Receivable shall be treated by the Trust as collected in full as of the date on which it was transferred. The Trustee shall execute such documents and instruments of transfer or assignment and take other actions as shall reasonably be requested by Servicer the Transferor to evidence the conveyance of each such Ineligible Receivable arising under such Servicer Ineligible Account pursuant to this subsection 3.10(c2.4(d)(iii). The obligation of Servicer the Transferor set forth in this subsection 3.10(c2.4(d)(iii), or the automatic removal of such Receivable from the Trust, as the case may be, shall constitute the sole remedy respecting any breach of the representations and warranties set forth in the above-referenced subsections with respect to such Receivable available to Certificateholders or the Holders or Trustee on behalf of the HoldersCertificateholders.