Review Scope Clause Samples
The Review Scope clause defines the specific boundaries and subjects that are to be examined during a review process. It typically outlines which documents, activities, or operations are included or excluded from the review, and may specify the depth or extent of the examination. For example, it might limit the review to financial records from the past fiscal year or restrict it to compliance with certain regulations. This clause ensures clarity for all parties by setting clear expectations about what will be reviewed, thereby preventing misunderstandings and disputes over the review’s coverage.
Review Scope. The parties confirm that the Asset Representations Review is not responsible for (a) reviewing the Receivables for compliance with the representations and warranties under the Transaction Documents, except as described in this Agreement or (b) determining whether noncompliance with the representations and warranties constitutes a breach of the Eligibility Representations. For the avoidance of doubt, the parties confirm that the review is not designed to determine why an Obligor is delinquent or the creditworthiness of the Obligor, either at the time of any Asset Review or at the time of origination of the related Receivable. Further, the Asset Review is not designed to establish cause, materiality or recourse for any Test Fail (as defined in Section 3.05).
Review Scope. The Reviews are designed to determine whether certain Receivables were in compliance with certain representations and warranties made about them in the Purchase Agreement. The Servicer hereby confirms that the representations and warranties made about such Receivables in the Purchase Agreement shall only be made as of the Closing Date. The Review is not designed to determine any of the following:
(a) Reason for delinquency;
(b) Creditworthiness of the related Obligor, either at the time of the Review or as of the origination date of the Receivable;
(c) Overall quality of any ARR Receivable;
(d) Whether the Servicer has serviced any Receivable in compliance with the Sale and Servicing Agreement;
(e) Whether noncompliance with the representations or warranties constitutes a breach of the provisions of the Purchase Agreement;
(f) Whether the Receivables were in compliance with the representations and warranties set forth in the Purchase Agreement, except as expressly described in this ARR Agreement; or
(g) To establish cause, materiality or recourse for any failed Test as described in Section 3.05.
Review Scope. The Reviews are designed to determine whether certain Receivables were in compliance with certain representations and warranties made about them in the Purchase Agreement. The Review is not designed to determine any of the following:
(a) Reason for delinquency;
(b) Creditworthiness of the related Obligor, either at the time of the Review or as of the origination date of the Receivable;
(c) Overall quality of any ARR Receivable;
(d) Whether the Servicer has serviced any Receivable in compliance with the Sale and Servicing Agreement;
(e) Whether noncompliance with the representations or warranties constitutes a breach of the provisions of the Purchase Agreement;
(f) Whether the Receivables were in compliance with the representations and warranties set forth in the Purchase Agreement, except as expressly described in this ARR Agreement; or
(g) To establish cause, materiality or recourse for any failed Test as described in Section 3.05.
Review Scope. The Reviews are designed to determine whether certain Receivables were in compliance with certain representations and warranties made about them in the applicable Receivables Purchase Agreement. The Reviews are not designed to determine any of the following:
(a) reason for delinquency;
(b) creditworthiness of the Obligor, either at the time of the Review or as of the time of the origination of the related Receivable;
(c) overall quality of any Review Asset;
(d) whether the Servicer has serviced any Receivable in compliance with the terms of the Sale and Servicing Agreement;
(e) whether noncompliance with the representations or warranties constitutes a breach of the applicable Receivables Purchase Agreement;
(f) whether the Receivables complied with the representations and warranties set forth in the applicable Receivables Purchase Agreement, except as expressly described in this Agreement; or
(g) establish cause, materiality or recourse for any failed Test as described in Section 3.05.
Review Scope. The Reviews are designed to determine whether certain 2024-1 Leases were in compliance with certain representations and warranties made about them in the Servicing Supplement. The Reviews are not designed to determine any of the following:
(a) reason for delinquency;
(b) creditworthiness of the Lessees, either at the time of the Review or as of the time of the origination of the related 2024-1 Leases;
(c) overall quality of any Review Asset;
(d) whether the Servicer has serviced any 2024-1 Lease in compliance with the terms of the Servicing Supplement;
(e) whether noncompliance with the representations or warranties constitutes a breach of the Servicing Supplement;
(f) whether the 2024-1 Leases complied with the representations and warranties set forth in the Servicing Supplement, except as expressly described in this Agreement; or
(g) establish cause, materiality or recourse for any failed Test as described in Section 3.05.
Review Scope. The Reviews are designed to determine whether certain 2022-1 Leases were in compliance with certain representations and warranties made about them in the Servicing Supplement. The Reviews are not designed to determine any of the following:
(a) reason for delinquency;
Review Scope. The review conducted by the Asset Representations Reviewer pursuant to this Agreement is designed to determine whether certain Accounts and Receivables were not in compliance with the Covered Representations made with respect thereto by the Representation Parties in the Transaction Documents. The Review is not designed to determine any of the following:
(a) Reason for delinquency;
(b) Creditworthiness of the obligor, either at the time of the Review or as of the Account or Receivable creation date;
(c) Overall quality of any Review Account or Review Receivable;
(d) Whether the applicable Servicer has serviced any Account and/or Receivable in compliance with the Pooling and Servicing Agreement;
(e) Whether noncompliance with the representations or warranties constitutes a breach of the provisions of any of the Transaction Documents;
(f) Whether the Accounts or Receivables were in compliance with the representations and warranties set forth in the Transaction Documents, except as expressly described in this Agreement; or
(g) To establish cause, materiality or recourse in the case of any failed Test as described in Section 3.05. The Parties acknowledge that certain representations and warranties made by the Representation Parties in the Transaction Documents contain materiality thresholds, for example, where a breach of the representation or warranty is conditioned upon the failure to comply having an Adverse Effect. The Asset Representations Reviewer will not make any determination as to materiality, including any determination as to whether any deviation from or noncompliance with the requirements of a particular representation or warranty has or may have an Adverse Effect. Any such determination will be made by the applicable Representation Party.
Review Scope. The Review is designed to determine whether the Review Receivables and Review Accounts were not in compliance with the Eligible Representations. The Review is not designed to determine any of the following:
(a) Reason for delinquency;
(b) Creditworthiness of the Obligor, either at the time of the Review or as of the Review Receivable or Review Account creation date;
(c) Overall quality of any Review Receivable or Review Account;
(d) Whether the Servicer has serviced any Review Receivable or Review Account in compliance with the Pooling and Servicing Agreement;
(e) Whether noncompliance with the representations or warranties constitutes a breach of the provisions of either the Pooling and Servicing Agreement or the Receivables Purchase Agreement;
(f) Whether the Review Receivables or Review Accounts were in compliance with the representations and warranties set forth in the Receivables Purchase Agreement or the Pooling and Servicing Agreement, except as expressly described in this Agreement; or
(g) To establish cause, materiality or recourse for any Test Fail.
Review Scope. The Reviews are designed to determine whether certain Receivables were in compliance with certain representations and warranties made about them in the [applicable] Receivables Purchase Agreement. The Reviews are not designed to determine any of the following:
(a) reason for delinquency;
(b) creditworthiness of the Obligor, either at the time of the Review or as of the time of the origination of the related Receivable;
(c) overall quality of any Review Asset;
(d) whether the Servicer has serviced any Receivable in compliance with the terms of the Sale and Servicing Agreement;
(e) whether noncompliance with the representations or warranties constitutes a breach of the [applicable] Receivables Purchase Agreement;
(f) whether the Receivables complied with the representations and warranties set forth in the [applicable] Receivables Purchase Agreement, except as expressly described in this Agreement; or
(g) establish cause, materiality or recourse for any failed Test as described in Section 3.05.
Review Scope. The Review is designed to determine whether the Review Receivables and Review Accounts were not in compliance with the Eligible Representations. The Review is not designed to determine any of the following:
(a) Reason for delinquency;
(b) Creditworthiness of the Obligor, either at the time of the Review or as of the Review Receivable or Review Account creation date;
(c) Overall quality of any Review Receivable or Review Account;
(d) Whether the Servicer has serviced any Review Receivable or Review Account in compliance with the Servicing Agreement;
(e) Whether noncompliance with the representations or warranties constitutes a breach of the provisions of the Transfer Agreement or the Receivables Purchase Agreement;
(f) Whether the Review Receivables or Review Accounts were in compliance with the representations and warranties set forth in the Receivables Purchase Agreement or the Transfer Agreement, except as expressly described in this Agreement; or
(g) To establish cause, materiality or recourse for any Test Fail.