ACQUIRING THE CONTRACTS AND WITH
RESPECT TO THE PLEDGE OF THE CONTRACTS TO THE INDENTURE TRUSTEE, THAT EACH
CONTRACT AND THE SALE OF THE RELATED FINANCED VEHICLE COMPLIED AT THE TIME IT
WAS ORIGINATED OR MADE AND ON THE CUTOFF DATE, AS THE CASE MAY BE, DOES COMPLY
IN ALL MATERIAL RESPECTS WITH ALL REQUIREMENTS OF APPLICABLE FEDERAL, STATE AND
LOCAL LAWS, AND REGULATIONS THEREUNDER.
(B)
THE SERVICER COVENANTS THAT IN THE EVENT
THAT THE SERVICER REALIZES UPON ANY CONTRACT, THE METHODS UTILIZED BY THE
SERVICER TO REALIZE UPON SUCH CONTRACT OR OTHERWISE ENFORCE ANY PROVISIONS OF
THE CONTRACT, WILL NOT SUBJECT THE SERVICER, THE ISSUER, THE NOTEHOLDERS, THE
INSURER OR THE INDENTURE TRUSTEE TO LIABILITY UNDER ANY FEDERAL, STATE OR LOCAL
LAW, AND THAT SUCH ENFORCEMENT BY THE SERVICER WILL BE CONDUCTED IN ACCORDANCE
WITH THE PROVISIONS OF THIS SERVICING AGREEMENT, THE STANDARD OF CARE SET FORTH
IN SECTION 2.18 HEREOF AND IN THE COLLECTION POLICY.
2.18.
STANDARD OF CARE.
IN PERFORMING ITS DUTIES AND
OBLIGATIONS HEREUNDER AND IN ADMINISTERING AND ENFORCING THE INSURANCE POLICIES
RELATING TO THE CONTRACTS PURSUANT TO THIS SERVICING AGREEMENT, THE SERVICER
WILL COMPLY WITH ALL APPLICABLE STATE AND FEDERAL LAWS AND SHALL SERVICE AND
ADMINISTER THE CONTRACTS BY EMPLOYING SUCH PROCEDURES (INCLUDING COLLECTION
16
PROCEDURES) AND DEGREE OF CARE, IN EACH CASE CONSISTENT WITH PRUDENT INDUSTRY
STANDARDS, AS ARE CUSTOMARILY EMPLOYED BY THE SERVICER IN SERVICING AND
ADMINISTERING MOTOR VEHICLE RETAIL INSTALLMENT SALES CONTRACTS AND NOTES OWNED
OR SERVICED BY THE SERVICER COMPARABLE TO THE CONTRACTS. IN PERFORMING SUCH
DUTIES, SO LONG AS FIRST INVESTORS SERVICING CORPORATION IS THE SERVICER (I) IT
SHALL COMPLY WITH THE COLLECTION POLICY, AND (II) IT SHALL NOT MAKE ANY MATERIAL
AMENDMENT TO SUCH COLLECTION POLICY WITHOUT THE PRIOR WRITTEN CONSENT OF THE
INSURER (PROVIDED THAT NO INSURER DEFAULT SHALL HAVE OCCURRED AND BE CONTINUING)
WHICH CONSENT SHALL NOT BE UNREASONABLY WITHHELD; PROVIDED, HOWEVER, THAT
NOTWITHSTANDING THE FOREGOING, THE SERVICER SHALL NOT, EXCEPT PURSUANT TO A
JUDICIAL ORDER FROM A COURT OF COMPETENT JURISDICTION, OR AS OTHERWISE REQUIRED
BY APPLICABLE LAW OR REGULATION, RELEASE OR WAIVE THE RIGHT TO COLLECT THE
UNPAID BALANCE ON ANY CONTRACT. IN PERFORMING ITS DUTIES AND OBLIGATIONS
HEREUNDER, THE SERVICER SHALL COMPLY WITH ALL APPLICABLE FEDERAL AND STATE LAWS
AND REGULATIONS, SHALL MAINTAIN ALL STATE AND FEDERAL LICENSES AND FRANCHISES
NECESSARY FOR IT TO PERFORM ITS SERVICING RESPONSIBILITIES HEREUNDER, AND SHALL
NOT IMPAIR THE RIGHTS OF THE ISSUER, THE INSURER OR THE INDENTURE TRUSTEE ON
BEHALF OF THE NOTEHOLDERS IN THE COLLATERAL.
2.19.
RECORDS.
THE SERVICER SHALL MAINTAIN OR CAUSE TO
BE MAINTAINED SUCH BOOKS OF ACCOUNT AND OTHER RECORDS AS WILL ENABLE THE ISSUER
AND THE INSURER TO DETERMINE THE STATUS OF EACH CONTRACT AND ANY INSURANCE
POLICY RELATING THERETO.
2.20.
INSPECTION.
(A)
AT ALL TIMES DURING THE TERM HEREOF, THE
SERVICER SHALL AFFORD THE ISSUER, THE INSURER, THE BACK-UP SERVICER AND THE
INDENTURE TRUSTEE AND THEIR AUTHORIZED AGENTS, UPON THREE BUSINESS DAYS' PRIOR
WRITTEN NOTICE, REASONABLE ACCESS DURING NORMAL BUSINESS HOURS