Additional Beneficiaries. Notwithstanding any other provision of this Agreement, the UTI Beneficiary and the Servicer may in writing designate additional Beneficiaries who shall have the right to designate the Titling Trust or the Titling Trustee, on behalf of the Titling Trust, as nominee holder of legal title to Contracts, Leased Vehicles and other Titling Trust Assets and cause the related Certificates of Title to be titled in the name of the Titling Trust or the Titling Trustee, on behalf of the Titling Trust. No Person shall become a Beneficiary until it has delivered to the parties hereto an agreement in form and substance satisfactory to the Titling Trustee and the Servicer pursuant to which it agrees to become a party to this Agreement.
Additional Beneficiaries. No additional beneficiaries may be added except upon the prior written consent of Depositor and Beneficiary, which consent shall not be unreasonably withheld provided, at a minimum, the addition of such additional beneficiary(ies) shall be subject to the following conditions: (i) access to Deposit Materials by any such additional beneficiary(ies) shall be limited to access reasonably necessary in connection with Retained Products (as defined in the Platform Contract), (ii) such access shall, unless otherwise agreed to by Beneficiary in writing, be limited to a release for a period of [**] business days, at which point such Deposit Materials shall be returned to Escrow Associates or, in the event a termination or a release condition under Exhibit C of this Agreement has occurred, administered in accordance with the terms and conditions of this Agreement governing disposition of the Deposit Materials in the event of termination or the occurrence of the release conditions set forth in Exhibit C, (iii) Beneficiary shall at all times maintain a priority position with regard to access to any Deposit Materials, (iv) Beneficiary’s rights pursuant to the Calando/Cerulean Contracts or this Agreement shall not be adversely affected, (v) Depositor shall disclose to Beneficiary the identity of such additional beneficiary(ies), the scope of the requested access, and such additional beneficiary(ies) shall enter into an appropriate written agreement to which Beneficiary shall, at its sole discretion, have the right to join as a party, and (vi) Depositor shall be liable for any costs associated therewith (and shall constitute a Paying Party for purposes of such beneficiary(ies)). For the avoidance of doubt, the release of Depositor and assumption of costs and indemnification obligations set forth in Section 3(a) of the Agreement shall not apply to any activities related to such additional beneficiary(ies).
Additional Beneficiaries. 2.3.1 In connection with, and as a condition of, any Transfer of Trust Interests to a Permitted Transferee who is not already a Beneficiary hereunder (or any other Person required to join this Agreement in connection with such Transfer who is not already a Beneficiary hereunder), such Permitted Transferee (and any other Person required to join this Agreement in connection with such Transfer who is not already a Beneficiary hereunder) shall become a Beneficiary by executing and delivering to the Trustees a joinder hereto, agreeing to be bound as a Beneficiary hereunder.
Additional Beneficiaries. If, at any time, a Subsidiary of the Company notifies the Guarantor that it wishes to become a Beneficiary of this Guarantee and the Guarantor so consents, each of the Guarantor and such Subsidiary shall execute and deliver an Undertaking to each Party. Upon the execution and delivery of such Undertaking by the Guarantor and such Subsidiary, such Subsidiary shall constitute an Additional Beneficiary, all references herein to the Beneficiaries shall be deemed to include such Additional Beneficiary and such Additional Beneficiary shall be a Beneficiary hereunder as if it were an original party to this Guarantee.
Additional Beneficiaries. The Trustees shall have power by deed or deeds revocable during the Trust Period or irrevocable and executed before the Closing Date to appoint and direct that any person or class of persons (other than the Settlor or either of them) not already included as a Beneficiary or as Beneficiaries shall from the date of such deed be so included subject to such (if any) terms conditions or restrictions as may be specified in such deed and subject further to the prior written consent of the Settlor (or each Settlor or the survivor of them) during his lifetime
Additional Beneficiaries. In connection with, and as a condition of, any Transfer of Class B Common Stock to a Permitted Transferee who is not already a Beneficiary hereunder (or any other Person required to join this Agreement in connection with such Transfer who is not already a Beneficiary hereunder), such Permitted Transferee (or other Person) shall become a Beneficiary by executing and delivering to the Trustee a deposit letter in substantially the form of Exhibit A hereto and by depositing such Shares, representing all shares of Common Stock then owned or thereafter acquired by such Permitted Transferee (or other Person), properly endorsed for assignment, with the Trustee, together with any requisite transfer tax stamps attached thereto for an amount sufficient to pay all federal, state and local taxes or other governmental charges, if any, then payable in respect of such deposit or transfer. Any Person entitled to hold Class B Common Stock who is not otherwise a Beneficiary hereunder may also become a Beneficiary under this Agreement by, with the consent of the Trustee, depositing all shares of Common Stock then owned or thereafter acquired by such Person with the Trustee pursuant to the procedures set forth in the preceding sentence. The Trustee shall have the sole discretion to determine whether a Person is eligible to become a Beneficiary pursuant to this Agreement. Each additional Beneficiary, by the deposit of his, her or its shares of Common Stock hereunder, shall, as of the date of deposit, become a party to and be bound by all the terms and conditions of this Agreement.
Additional Beneficiaries. No parties other than Fidelity, the Company (solely with respect to the release granted in Section 2 above), and Seller and their successors and assigns shall have any rights or remedies under or by reason of this Agreement.
Additional Beneficiaries. Any future owner of fully paid shares of capital stock or other voting securities of the Company may at any time become a party to this Agreement as a Shareholder with the same force and effect as though such person had originally been a party to this Agreement. Each such person shall respectively become a Shareholder by depositing with the Trustee certificates for the shares of capital stock or other securities of the Company held by such person in accordance with the provisions of Section 1.1 of this Agreement. All shares of capital stock or other voting securities of the Company that may be deposited pursuant to this Section 10 also shall be deemed to be Deposited Shares.
Additional Beneficiaries. From and after the Effective Date, any holder of a Disputed Claim in Class F whose Claim becomes an Allowed General Unsecured Claim as a result of settlement or resolution of such Disputed Claim will be admitted as a Beneficiary and will receive its Ratable Proportion of the 5.89% of beneficial interests allocated to Allowed Class F Claims.
Additional Beneficiaries. Each Person replacing any of the ------------------------ Beneficiaries and each Person (or trustee or agent thereof) to which the Company incurs an obligation for the payment of any Lease obligations or Assumed Debt, is required to become a party to this Agreement, and any person which executes and delivers a counterpart to this Agreement and is [Intercreditor Agreement] designated as a Beneficiary pursuant to the terms of the Designation Letter, shall become a party hereto, shall be bound by and subject to the terms and conditions hereof and the covenants, stipulations and agreements contained herein.
