Attached files
file | filename |
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10-K - 10-K - Barclays Dryrock Issuance Trust | c108140.htm |
EX-33 - EX-33 - Barclays Dryrock Issuance Trust | ex33-2.htm |
EX-34 - EX-34 - Barclays Dryrock Issuance Trust | ex34-4.htm |
EX-33 - EX-33 - Barclays Dryrock Issuance Trust | ex33-4.htm |
EX-34 - EX-34 - Barclays Dryrock Issuance Trust | ex34-2.htm |
EX-35 - EX-35 - Barclays Dryrock Issuance Trust | ex35-1.htm |
EX-34 - EX-34 - Barclays Dryrock Issuance Trust | ex34-3.htm |
EX-34 - EX-34 - Barclays Dryrock Issuance Trust | ex34-1.htm |
EX-31 - EX-31 - Barclays Dryrock Issuance Trust | ex31-1.htm |
EX-33 - EX-33 - Barclays Dryrock Issuance Trust | ex33-3.htm |
EX-35 - EX-35 - Barclays Dryrock Issuance Trust | ex35-2.htm |
Exhibit
33.1
|
Barclays
Bank Delaware
Report on Assessment of Compliance with Servicing Criteria
1. | Barclays Bank Delaware (the Asserting Party) is responsible for assessing compliance with the servicing criteria applicable to it under paragraph (d) of Item 1122 of Regulation AB, as of and for the period from November 16, 2012 to December 31, 2012 (the Reporting Period), as set forth in Appendix A hereto. The transactions covered by this report include asset-backed securities transactions backed by credit card receivables, for which transactions the Asserting Party acted as servicer, that were registered with the Securities and Exchange Commission pursuant to the Securities Act of 1933, as amended, where the related asset-backed securities were outstanding during the Reporting Period (the Platform), as listed in Appendix B hereto; |
2. | The Asserting Party has engaged certain third parties to perform all or a portion of certain servicing criteria set forth in paragraph (d) of Item 1122 of Regulation AB. In each such case, these third parties have been identified as Parties Participating in the Servicing Function and, except as set forth in paragraph 3 below, have provided assessments of compliance pursuant to Item 1122 of Regulation AB. The Asserting Party is not taking any responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such third parties activities; |
3. | The Asserting Party has engaged certain vendors, who are not considered a servicer as defined in Item 1101(j) of Regulation AB, to perform specific, limited or scripted activities, and the Asserting Party elects to take responsibility for assessing compliance with the servicing criteria or portion of the servicing criteria applicable to such vendors activities as set forth in Appendix A hereto, as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual of Publicly Available Telephone Interpretations. The Asserting Party has policies and procedures in place designed to provide reasonable assurance that the vendor activities comply in all material respects with the servicing criteria applicable to such vendor; |
4. | Except as set forth in paragraph 5 below, the Asserting Party used the criteria set forth in paragraph (d) of Item 1122 of Regulation AB to assess the compliance by the Asserting Party, with the applicable servicing criteria; |
5. | The criteria listed in the column titled Inapplicable Servicing Criteria on Appendix A hereto are inapplicable to the Asserting Party based on the activities the Asserting Party performs with respect to the Platform; |
6. | The Asserting Party has complied, in all material respects, with the applicable servicing criteria as of December 31, 2012 and for the Reporting Period with respect to the Platform taken as a whole; and |
7. | PricewaterhouseCoopers LLP, a registered public accounting firm, has issued an attestation report on the Asserting Partys assessment of compliance with the applicable servicing criteria as of December 31, 2012 and for the Reporting Period. |
March
27, 2013
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BARCLAYS
BANK DELAWARE
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||||
By:
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/s/
Gerald Pavelich
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Name:
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Gerald
Pavelich
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Title:
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Chief
Financial Officer
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APPENDIX A
Applicable
Servicing Criteria for Servicer |
Non/Applicable
Servicing Criteria |
|||
Servicing
Criteria
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Performed
Directly by Asserting Party
|
Performed
by vendor(s) for which Asserting Party is the Responsible Party
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||
Reference
|
Criteria
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|||
General Servicing Considerations
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||||
1122(d)(1)(i)
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Policies
and procedures are instituted to monitor any performance or other triggers
and events of default in accordance with the transaction agreements.
|
ý
|
||
1122(d)(1)(ii)
|
If
any material servicing activities are outsourced to third parties, policies
and procedures are instituted to monitor the third partys performance
and compliance with such servicing activities.
|
ý
|
||
1122(d)(1)(iii)
|
Any
requirements in the transaction agreements to maintain a back-up servicer
for the credit card accounts or accounts are maintained.
|
ý
|
||
1122(d)(1)(iv)
|
A
fidelity bond and errors and omissions policy is in effect on the party
participating in the servicing function throughout the reporting period
in the amount of coverage required by and otherwise in accordance with
the terms of the transaction agreements.
|
ý
|
||
Cash
Collection and Administration
|
||||
1122(d)(2)(i)
|
Payments
on pool assets are deposited into the appropriate custodial bank accounts
and related bank clearing accounts no more than two business days following
receipt, or such other number of days specified in the transaction agreements.
|
ý1
|
ý1
|
|
1122(d)(2)(ii)
|
Disbursements
made via wire transfer on behalf of an obligor or to an investor are made
only by authorized personnel.
|
ý
|
||
1122(d)(2)(iii)
|
Advances
of funds or guarantees regarding collections, cash flows or distributions,
and any interest or other fees charged for such advances, are made, reviewed
and approved as specified in the transaction agreements.
|
ý
|
||
1122(d)(2)(iv)
|
The
related accounts for the transaction, such as cash reserve accounts or
accounts established as a form of overcollateralization, are separately
maintained (e.g., with respect to commingling of cash) as set forth in
the transaction agreements.
|
ý2
|
||
1122(d)(2)(v)
|
Each
custodial account is maintained at a federally insured depository institution
as set forth in the transaction agreements. For purposes of this criterion,
federally insured depository institution with respect to a
foreign financial institution means a foreign financial institution that
meets the requirements of Rule 13k-1(b)(1) of the Securities Exchange
Act.
|
ý
|
||
1122(d)(2)(vi)
|
Unissued
checks are safeguarded so as to prevent unauthorized access.
|
ý
|
Applicable
Servicing Criteria for Servicer |
Non/Applicable
Servicing Criteria |
|||
Servicing
Criteria
|
Performed
Directly by Asserting Party
|
Performed
by vendor(s) for which Asserting Party is the Responsible Party
|
||
Reference
|
Criteria
|
|||
1122(d)(2)(vii)
|
Reconciliations
are prepared on a monthly basis for all asset-backed securities related
bank accounts, including custodial accounts and related bank clearing
accounts. These reconciliations are (A) mathematically accurate; (B) prepared
within 30 calendar days after the bank statement cutoff date, or such
other number of days specified in the transaction agreements; (C) reviewed
and approved by someone other than the person who prepared the reconciliation;
and (D) contain explanations for reconciling items. These reconciling
items are resolved within 90 calendar days of their original identification,
or such other number of days specified in the transaction agreements.
|
ý
|
||
Investor
Remittances and Reporting
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||||
1122(d)(3)(i)
|
Reports
to investors, including those to be filed with the Commission, are maintained
in accordance with the transaction agreements and applicable Commission
requirements. Specifically, such reports (A) are prepared in accordance
with timeframes and other terms set forth in the transaction agreements;
(B) provide information calculated in accordance with the terms specified
in the transaction agreements; (C) are filed with the Commission as required
by its rules and regulations; and (D) agree with investors or the
trustees records as to the total unpaid principal balance and number
of credit card accounts serviced by the Servicer.
|
ý
|
||
1122(d)(3)(ii)
|
Amounts
due to investors are allocated and remitted in accordance with timeframes,
distribution priority and other terms set forth in the transaction agreements.
|
ý
|
||
1122(d)(3)(iii)
|
Disbursements
made to an investor are posted within two business days to the Servicers
investor records, or such other number of days specified in the transaction
agreements.
|
ý
|
||
1122(d)(3)(iv)
|
Amounts
remitted to investors per the investor reports agree with cancelled checks,
or other form of payment, or custodial bank statements.
|
ý
|
||
Pool
Asset Administration
|
||||
1122(d)(4)(i)
|
Collateral
or security on credit card accounts is maintained as required by the transaction
agreements or related pool asset documents.
|
ý
|
||
1122(d)(4)(ii)
|
Pool
assets and related documents are safeguarded as required by the transaction
agreements
|
ý
|
||
1122(d)(4)(iii)
|
Any
additions, removals or substitutions to the asset pool are made, reviewed
and approved in accordance with any conditions or requirements in the
transaction agreements.
|
ý
|
||
1122(d)(4)(iv)
|
Payments
on pool assets, including any payoffs, made in accordance with the related
pool asset documents are posted to the Servicers obligor records
maintained no more than two business days after receipt, or such other
number of days specified in the transaction agreements, and allocated
to principal, interest or other items (e.g., escrow) in accordance with
the related pool asset documents.
|
ý
|
Applicable
Servicing Criteria for Servicer |
Non/Applicable
Servicing Criteria |
|||
Servicing
Criteria
|
Performed
Directly by Asserting Party
|
Performed
by vendor(s) for which Asserting Party is the Responsible Party
|
||
Reference
|
Criteria
|
|||
1122(d)(4)(v)
|
The
Servicers records regarding the accounts agree with the Servicers
records with respect to an obligors unpaid principal balance.
|
ý
|
||
1122(d)(4)(vi)
|
Changes
with respect to the terms or status of an obligors account (e.g.,
loan modifications or re-agings) are made, reviewed and approved by authorized
personnel in accordance with the transaction agreements and related pool
asset documents.
|
ý
|
||
1122(d)(4)(vii)
|
Loss
mitigation or recovery actions (e.g., forbearance plans, modifications
and deeds in lieu of foreclosure, foreclosures and repossessions, as applicable)
are initiated, conducted and concluded in accordance with the timeframes
or other requirements established by the transaction agreements.
|
ý
|
||
1122(d)(4)(viii)
|
Records
documenting collection efforts are maintained during the period an account
is delinquent in accordance with the transaction agreements. Such records
are maintained on at least a monthly basis, or such other period specified
in the transaction agreements, and describe the entitys activities
in monitoring delinquent pool assets including, for example, phone calls,
letters and payment rescheduling plans in cases where delinquency is deemed
temporary (e.g., illness or unemployment).
|
ý
|
||
1122(d)(4)(ix)
|
Adjustments
to interest rates or rates of return for accounts with variable rates
are computed based on the related account documents.
|
ý
|
||
1122(d)(4)(x)
|
Regarding
any funds held in trust for an obligor (such as escrow accounts): (A)
such funds are analyzed, in accordance with the obligors pool asset
documents, on at least an annual basis, or such other period specified
in the transaction agreements; (B) interest on such funds is paid, or
credited, to obligors in accordance with applicable pool asset documents
and state laws; and (C) such funds are returned to the obligor within
30 calendar days of full repayment of the related pool assets, or such
other number of days specified in the transaction agreements.
|
ý
|
||
1122(d)(4)(xi)
|
Payments
made on behalf of an obligor (such as tax or insurance payments) are made
on or before the related penalty or expiration dates, as indicated on
the appropriate bills or notices for such payments, provided that such
support has been received by the Servicer at least 30 calendar days prior
to these dates, or such other number of days specified in the transaction
agreements.
|
ý
|
||
1122(d)(4)(xii)
|
Any
late payment penalties in connection with any payment to be made on behalf
of an obligor are paid from the Servicers funds and not charged
to the obligor, unless the late payment was due to the obligors
error or omission.
|
ý
|
||
1122(d)(4)(xiii)
|
Disbursements
made on behalf of an obligor are posted within two business days to the
obligors records maintained by the Servicer, or such other number
of days specified in the transaction agreements.
|
ý
|
||
1122(d)(4)(xiv)
|
Delinquencies,
charge-offs and uncollectible accounts are recognized and recorded in
accordance with the transaction agreements.
|
ý
|
||
1122(d)(4)(xv)
|
Any
external enhancement or other support, identified in Item 1114(a)(1) through
(3) or Item 1115 of Regulation AB, is maintained as set forth in the transaction
agreements.
|
ý
|
1 | The Asserting Party was responsible for sending payments on the pool assets to U.S. Bank National Association, as indenture trustee (the Trustee), for the transactions included in the Asserting Partys Platform. The Trustee was responsible for depositing such payments on the pool assets into the appropriate custodial bank accounts. |
| BBD has engaged certain vendors Wells Fargo Bank, N.A. that performed specific and limited payment processing activities addressed by criterion 1122(d)(2)(i) during the period from November 16, 2012 to December 31, 2012. |
2 | The Trustee was responsible for opening and maintaining such custodial bank accounts at the direction of the Asserting Party. |
APPENDIX B
Dryrock Issuance Trust |
Series 2012-1
Series 2012-2