ACKNOWLEDGEMENT BY THE STANDBY ACCOUNT BANK. 4.1 Restriction on Standby Account Bank’s Rights Notwithstanding anything to the contrary in the Mandates, the Standby Account Bank hereby: (a) agrees that, in its capacity as Standby Account Bank, it will not exercise any lien or, to the extent permitted by law, any set-off or transfer any sum standing to the credit of or to be credited to any of the Guarantor Accounts (except pursuant to Section 2.3 of this Agreement) in or towards satisfaction of any liabilities owing to it by any person (including any liabilities owing to it by the Guarantor or the Bond Trustee); (b) without prejudice to its rights as a Secured Creditor under the Security Agreement, agrees that it will not, solely in its capacity as Standby Account Bank and Standby GIC Provider provide, procure, or take any steps whatsoever to recover any amount due or owing to it pursuant to this Agreement which could result in, the winding-up or liquidation of the Guarantor or any of its general partners or the making of an administration order in relation to the Guarantor or any of its general partners in respect of any of the liabilities of the Guarantor or of any of its general partners whatsoever for one year plus one day after all Covered Bonds are paid in full; (c) agrees that it will promptly notify the Guarantor, the Bond Trustee and the Cash Manager if compliance with any instruction would cause the relevant Guarantor Account(s) to which such instruction relates to have a negative balance, provided for greater certainty that Section 2.4 of this Agreement shall in any event apply to any such instruction; and (d) acknowledges that the Guarantor has, pursuant to the Security Agreement, inter alia, assigned by way of security all its rights, title, interest and benefit, present and future, in and to, all sums from time to time standing to the credit of the Guarantor Accounts and all of its rights under this Agreement to the Bond Trustee (for the benefit of the Secured Creditors).
Appears in 2 contracts
Samples: Standby Bank Account Agreement, Standby Bank Account Agreement
ACKNOWLEDGEMENT BY THE STANDBY ACCOUNT BANK. 4.1 Restriction on Standby Account Bank’s Rights Notwithstanding anything to the contrary in the Mandates, the Standby Account Bank hereby:
(a) agrees that, in its capacity as Standby Account Bank, it will not exercise any lien or, to the extent permitted by law, any set-off or transfer any sum standing to the credit of or to be credited to any of the Guarantor LP Accounts (except pursuant to Section 2.3 of this Agreement) in or towards satisfaction of any liabilities owing to it by any person (including including, without limitation, any liabilities owing to it by the Guarantor LP or the Bond Trustee);
(b) without prejudice to its rights and obligations as a Secured Creditor under the Security Agreement, agrees that it will not, solely in its capacity as Standby Account Bank and Standby GIC Provider provide, procure, or take any steps whatsoever to recover any amount due or owing to it pursuant to this Agreement which could result in, the winding-up or liquidation of the Guarantor or any of its general partners LP or the making of an administration order in relation to the Guarantor or any of its general partners LP in respect of any of the liabilities of the Guarantor or of any of its general partners whatsoever for one year plus one day after all Covered Bonds are paid in fullLP whatsoever;
(c) agrees that it will promptly notify the GuarantorGuarantor LP, the Bond Trustee and the Cash Manager if compliance with any instruction would cause the relevant Guarantor LP Account(s) to which such instruction relates to have a negative balance, provided for greater certainty that Section 2.4 of this Agreement shall in any event apply to any such instruction; and;
(d) acknowledges that the Guarantor LP has, pursuant to the Security Agreement, inter alia, assigned by way of security all its rights, title, interest and benefit, present and future, in and to, all sums from time to time standing to the credit of the Guarantor LP Accounts and all of its rights under this Agreement to the Bond Trustee (for the benefit itself and on behalf of the Secured Creditors); and
(e) agrees that upon the reasonable request of CMHC to Standby Account Bank, the Standby Account Bank shall make available to CMHC during business hours all accounts and records relating to the Standby Transaction Account and Standby GIC Account, if required by CMHC to verify that the Issuer, Guarantor LP and/or the Programme are in compliance with any requirement of the Guide and Part I.1 of the National Housing Act (Canada). Upon receipt of any such request, the Standby Account Bank shall promptly notify the Issuer and the Guarantor LP in writing of the receipt thereof and unless otherwise prohibited shall provide details of the nature of any such request.
Appears in 2 contracts
Samples: Standby Bank Account Agreement (RBC Covered Bond Guarantor Limited Partnership), Standby Bank Account Agreement (RBC Covered Bond Guarantor Limited Partnership)
ACKNOWLEDGEMENT BY THE STANDBY ACCOUNT BANK. 4.1 Restriction on Standby Account Bank’s Rights Notwithstanding anything to the contrary in the Mandates, the Standby Account Bank hereby:
(a) agrees that, in its capacity as Standby Account Bank, it will not exercise any lien or, to the extent permitted by law, any set-off or transfer any sum standing to the credit of or to be credited to any of the Guarantor Accounts (except pursuant to Section 2.3 of this Agreement) in or towards satisfaction of any liabilities owing to it by any person (including including, without limitation, any liabilities owing to it by the Guarantor or the Bond Trustee);
(b) without prejudice to its rights as a Secured Creditor under the Security Agreement, agrees that it will not, solely in its capacity as Standby Account Bank and Standby GIC Provider provide, procure, or take any steps whatsoever to recover any amount due or owing to it pursuant to this Agreement which could result in, the winding-up or liquidation of the Guarantor or any of its general partners or the making of an administration order in relation to the Guarantor or any of its general partners in respect of any of the liabilities of the Guarantor or of any of its general partners whatsoever for one year plus one day after all Covered Bonds are paid in full;
(c) agrees that it will promptly notify the Guarantor, the Bond Trustee and the Cash Manager if compliance with any instruction would cause the relevant Guarantor Account(s) to which such instruction relates to have a negative balance, provided for greater certainty that Section 2.4 of this Agreement shall in any event apply to any such instruction; and
(d) acknowledges that the Guarantor has, pursuant to the Security Agreement, inter alia, assigned by way of security all its rights, title, interest and benefit, present and future, in and to, all sums from time to time standing to the credit of the Guarantor Accounts and all of its rights under this Agreement to the Bond Trustee (for the benefit of the Secured Creditors).
Appears in 1 contract
Samples: Standby Bank Account Agreement
ACKNOWLEDGEMENT BY THE STANDBY ACCOUNT BANK. 4.1 Restriction on Standby Account BankDepository Institution’s Rights Notwithstanding anything to the contrary in the Mandates, the Standby Account Bank Depository Institution hereby:
(a) 4.1.1 agrees that, in its capacity as Standby Account BankDepository Institution, it will not exercise any lien or, to the extent permitted by law, any set-right to compensation or set- off or transfer any sum standing to the credit of of, or to be credited to to, any of the Guarantor Accounts (except pursuant to Section 2.3 of this Agreement) in or towards satisfaction of any liabilities owing to it by any person Person (including any liabilities owing to it by the Guarantor or the Bond Trustee);
(b) 4.1.2 without prejudice to its rights as a Secured Creditor under the Security AgreementAgreements, agrees that it will not, solely in its capacity as Standby Account Bank Depository Institution and Standby GIC Provider provide, procure, or take any steps whatsoever to recover any amount due or owing to it pursuant to this Agreement which could result in, in the winding-up or liquidation of the Guarantor or any of its general partners or the making of an administration order in relation to the Guarantor or any of its general partners in respect of any of the liabilities of the Guarantor or of any of its general partners whatsoever for one year plus one day after all Covered Bonds are paid in full;
(c) 4.1.3 agrees that it will promptly notify the Guarantor, the Bond Trustee and the Cash Manager if compliance with any instruction would cause the relevant Guarantor Account(s) to which such instruction relates to have a negative balance, provided for greater certainty that Section 2.4 of this Agreement shall in any event apply to any such instruction; and
(d) 4.1.4 acknowledges that the Guarantor has, pursuant to the Security AgreementAgreements, inter alia, assigned by way granted a hypothec on, and a security interest in, all of security all its rights, title, interest and benefit, present and future, in and to, all sums from time to time standing to the credit of the Guarantor Accounts and all of its rights under this Agreement to in favour of Computershare Trust Company of Canada, acting as fondé de pouvoir under Article 2692 of the Bond Trustee (Civil Code of Québec for the benefit and on behalf of the Secured Creditors).
Appears in 1 contract
Samples: Standby Account Agreement