Appointment and Qualifications of Depositaries. The Corporation may, in a Supplemental Indenture, appoint a Depositary with respect to one or more series of Notes. The Depositary shall, by entering into a Depositary Agreement, designate to the Trustee its Principal Offices for the purposes of its functions as Depositary and, if applicable, Authenticating Agent and Note Registrar hereunder and signify its acceptance of the duties and obligations imposed upon it hereunder (including, if applicable, those of Authenticating Agent and Note Registrar) and under the Depositary Agreement, and under which the Depositary will agree, particularly: (a) to hold all Notes delivered to it hereunder in trust for the benefit of the respective Noteholders which shall have so delivered such Notes until moneys representing the purchase price of such Notes shall have been delivered to or for the account of or to the order of such Noteholders; (b) to hold all moneys delivered to it hereunder for the purchase of Notes in trust for the benefit of the person or entity which shall have so delivered such moneys until the Notes purchased with such moneys shall have been delivered to or for the account of such person or entity; and (c) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Corporation and the Trustee at all reasonable times. The Corporation shall cooperate with the Depositary and the Trustee to cause the necessary arrangements to be made and to be thereafter continued whereby funds from the sources specified herein will be made available for the purchase of the Notes which are Deemed Tendered and whereby Notes, executed by the Corporation and authenticated by the Trustee or the Authenticating Agent, shall be made available to the Remarketing Agent, the Trustee or the Depositary to the extent necessary for delivery pursuant the applicable provisions of the related Supplemental Indenture. The Depositary shall be a commercial bank or trust company duly organized under the laws of the United States or any state or territory thereof, having its Principal Office for the performance of its functions as Depositary hereunder located in New York, New York, having a combined capital stock, surplus and undivided profits of at least $100,000,000 and authorized by law to perform all the duties imposed upon it by this Indenture (including, if applicable, those of Authenticating Agent and Note Registrar) and the Depositary Agreement. The Depositary may at any time resign and be discharged of the duties and obligations created by this Indenture and the Depositary Agreement (including such duties and obligations as Note Registrar and Authenticating Agent hereunder) by giving at least sixty (60) days' notice to the Corporation, the Trustee and any related Credit Facility Provider, provided that such resignation shall not be effective until the appointment of a successor depositary by the Corporation. The Depositary may be replaced at any time, at the direction of the Corporation, by an instrument, signed by an Authorized Officer of the Corporation, filed with the Remarketing Agent, the Depositary, the Trustee and any related Credit Facility Provider at least sixty (60) days prior to the effective date of such replacement, provided that such replacement shall not be effective until the appointment of a successor depositary by the Corporation. Upon the appointment and acceptance of a successor depositary, the Corporation shall promptly give written notice of such appointment to the Trustee and the Trustee shall promptly cause written notice thereof to be given to all Noteholders in the manner provided in Section 13.4 hereof, which notice shall include the address of the Principal Office of such successor. In the event of the resignation or removal of the Depositary, the Depositary shall pay over, assign and deliver any moneys, Notes and records held by it in such capacity (including any such moneys, Notes and records held by it as Authenticating Agent and Note Registrar) to its successor or, if there be no successor, to the Trustee. In the event that the Depositary shall be removed or be dissolved, or if the property or affairs of the Depositary shall be taken under the control of any state or federal court or administrative body because of bankruptcy or insolvency, or for any other reason, and the Corporation shall not have appointed its successor as Depositary, the Trustee, notwithstanding the foregoing provisions of this Section 7.20, shall ipso facto be deemed to be the Depositary for all purposes of this Indenture until the appointment by the Corporation of the successor depositary, and the Trustee shall be required to perform the functions of the Depositary (and, if applicable, of Note Registrar and Authenticating Agent) as set forth in this Indenture and the Depositary Agreement.
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Samples: Indenture of Trust (Education Loans Inc /De), Indenture of Trust (Education Loans Inc /De), Indenture of Trust (Education Loans Inc /De)
Appointment and Qualifications of Depositaries. The Corporation may, in a Supplemental Indenture, appoint a Depositary with respect to one or more series of Notes. The Depositary shall, by entering into a Depositary Agreement, designate to the Trustee its Principal Offices for the purposes of its functions as Depositary and, if applicable, Authenticating Agent and Note Registrar hereunder and signify its acceptance of the duties and obligations imposed upon it hereunder (including, if applicable, those of Authenticating Agent and Note Registrar) and under the Depositary Agreement, and under which the Depositary will agree, particularly:
(a) to hold all Notes delivered to it hereunder in trust for the benefit of the respective Noteholders which shall have so delivered such Notes until moneys representing the purchase price of such Notes shall have been delivered to or for the account of or to the order of such Noteholders;
(b) to hold all moneys delivered to it hereunder for the purchase of Notes in trust for the benefit of the person or entity which shall have so delivered such moneys until the Notes purchased with such moneys shall have been delivered to or for the account of such person or entity; and
(c) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Corporation and the Trustee at all reasonable times. The Corporation shall cooperate with the Depositary and the Trustee to cause the necessary arrangements to be made and to be thereafter continued whereby funds from the sources specified herein will be made available for the purchase of the Notes which are Deemed Tendered and whereby Notes, executed by the Corporation and authenticated by the Trustee or the Authenticating Agent, shall be made available to the Remarketing Agent, the Trustee or the Depositary to the extent necessary for delivery pursuant the applicable provisions of the related Supplemental Indenture. The Depositary shall be a commercial bank or trust company duly organized under the laws of the United States or any state or territory thereof, having its Principal Office for the performance of its functions as Depositary hereunder located in New York, New York, having a combined capital stock, surplus and undivided profits of at least $100,000,000 and authorized by law to perform all the duties imposed upon it by this Indenture (including, if applicable, those of Authenticating Agent and Note Registrar) and the Depositary Agreement. The Depositary may at any time resign and be discharged of the duties and obligations created by this Indenture and the Depositary Agreement (including such duties and obligations as Note Registrar and Authenticating Agent hereunder) by giving at least sixty (60) days' notice to the Corporation, the Trustee and any related Credit Facility Provider, provided that such resignation shall not be effective until the appointment of a successor depositary by the Corporation. The Depositary may be replaced at any time, at the direction of the Corporation, by an instrument, signed by an Authorized Officer of the Corporation, filed with the Remarketing Agent, the Depositary, the Trustee and any related Credit Facility Provider at least sixty (60) days prior to the effective date of such replacement, provided that such replacement shall not be effective until the appointment of a successor depositary by the Corporation. Upon the appointment and acceptance of a successor depositary, the Corporation shall promptly give written notice of such appointment to the Trustee and the Trustee shall promptly cause written notice thereof to be given to all Noteholders in the manner provided in Section 13.4 hereof, which notice shall include the address of the Principal Office of such successor. In the event of the resignation or removal of the Depositary, the Depositary shall pay over, assign and deliver any moneys, Notes and records held by it in such capacity (including any such moneys, Notes and records held by it as Authenticating Agent and Note Registrar) to its successor or, if there be no successor, to the Trustee. In the event that the Depositary shall be removed or be dissolved, or if the property or affairs of the Depositary shall be taken under the control of any state or federal court or administrative body because of bankruptcy or insolvency, or for any other reason, and the Corporation shall not have appointed its successor as Depositary, the Trustee, notwithstanding the foregoing provisions of this Section 7.20, shall ipso facto be deemed to be the Depositary for all purposes of this Indenture until the appointment by the Corporation of the successor depositary, and the Trustee shall be required to perform the functions of the Depositary (and, if applicable, of Note Registrar and Authenticating Agent) as set forth in this Indenture and the Depositary Agreement.for
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Appointment and Qualifications of Depositaries. The ---------------------------------------------- Corporation may, in a Supplemental Indenture, appoint a Depositary with respect to one or more series of Notes. The Depositary shall, by entering into a Depositary Agreement, designate to the Trustee its Principal Offices for the purposes of its functions as Depositary and, if applicable, Authenticating Agent and Note Registrar hereunder and signify its acceptance of the duties and obligations imposed upon it hereunder (including, if applicable, those of Authenticating Agent and Note Registrar) and under the Depositary Agreement, and under which the Depositary will agree, particularly:
(a) to hold all Notes delivered to it hereunder in trust for the benefit of the respective Noteholders which shall have so delivered such Notes until moneys representing the purchase price of such Notes shall have been delivered to or for the account a ccount of or to the order of such Noteholders;
(b) to hold all moneys delivered to it hereunder for the purchase of Notes in trust for the benefit of the person or entity which shall have so delivered such moneys until the Notes purchased with such moneys shall have been delivered to or for the account of such person or entity; and
(c) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Corporation and the Trustee at all reasonable times. The Corporation shall cooperate with the Depositary and the Trustee to cause the necessary arrangements to be made and to be thereafter continued whereby funds from the sources specified herein will be made available for the purchase of the Notes which are Deemed Tendered and whereby Notes, executed by the Corporation and authenticated by the Trustee or the Authenticating Agent, shall be made available to the Remarketing Agent, the Trustee or the Depositary to the extent necessary for delivery pursuant the applicable provisions of the related Supplemental Indenture. The Depositary shall be a commercial bank or trust company duly organized under the laws of the United States or any state or territory thereof, having its Principal Office for the performance of its functions as Depositary hereunder located in New York, New York, having a combined capital stock, surplus and undivided profits of at least $100,000,000 and authorized by law to perform all the duties imposed upon it by this Indenture (including, if applicable, those of Authenticating Agent and Note Registrar) and the Depositary Agreement. The Depositary may at any time resign and be discharged of the duties and obligations created by this Indenture and the Depositary Agreement (including such duties and obligations as Note Registrar and Authenticating Agent hereunder) by giving at least sixty (60) days' notice to the Corporation, the Trustee and any related Credit Facility Provider, provided that such resignation shall not be effective until the appointment of a successor depositary by the Corporation. The Depositary may be replaced at any time, at the direction of the Corporation, by an instrument, signed by an Authorized Officer of the Corporation, filed with the Remarketing Agent, the Depositary, the Trustee and any related Credit Facility Provider at least sixty (60) days prior to the effective date of such replacement, provided that such replacement shall not be effective until the appointment of a successor depositary by the Corporation. Upon the appointment and acceptance of a successor depositary, the Corporation shall promptly give written notice of such appointment to the Trustee and the Trustee shall promptly cause written notice thereof to be given to all Noteholders in the manner provided in Section 13.4 hereof, which notice shall include the address of the Principal Office of such successor. In the event of the resignation or removal of the Depositary, the Depositary shall pay over, assign and deliver any moneys, Notes and records held by it in such capacity (including any such moneys, Notes and records held by it as Authenticating Agent and Note Registrar) to its successor or, if there be no successor, to the Trustee. In the event that the Depositary shall be removed or be dissolved, or if the property or affairs of the Depositary shall be taken under the control of any state or federal court or administrative body because of bankruptcy or insolvency, or for any other reason, and the Corporation shall not have appointed its successor as Depositary, the Trustee, notwithstanding the foregoing provisions of this Section 7.20, shall ipso facto be deemed to be the Depositary for all purposes of this Indenture until the appointment by the Corporation of the successor depositary, and the Trustee shall be required to perform the functions of the Depositary (and, if applicable, of Note Registrar and Authenticating Agent) as set forth in this Indenture and the Depositary Agreement.for
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Appointment and Qualifications of Depositaries. The Corporation may, in a Supplemental Indenture, appoint a Depositary with respect to one or more series of Notes. The Depositary shall, by entering into a Depositary Agreement, designate to the Trustee its Principal Offices for the purposes of its functions as Depositary and, if applicable, Authenticating Agent and Note Registrar hereunder and signify its acceptance of the duties and obligations imposed upon it hereunder (including, if applicable, those of Authenticating Agent and Note Registrar) and under the Depositary Agreement, and under which the Depositary will agree, particularly:
(a) to hold all Notes delivered to it hereunder in trust for the benefit of the respective Noteholders which shall have so delivered such Notes until moneys representing the purchase price of such Notes shall have been delivered to or for the account of or to the order of such Noteholders;
(b) to hold all moneys delivered to it hereunder for the purchase of Notes in trust for the benefit of the person or entity which shall have so delivered such moneys until the Notes purchased with such moneys shall have been delivered to or for the account of such person or entity; and
(c) to keep such books and records as shall be consistent with prudent industry practice and to make such books and records available for inspection by the Corporation and the Trustee at all reasonable times. The Corporation shall cooperate with the Depositary and the Trustee to cause the necessary arrangements to be made and to be thereafter continued whereby funds from the sources specified herein will be made available for the purchase of the Notes which are Deemed Tendered and whereby Notes, executed by the Corporation and authenticated by the Trustee or the Authenticating Agent, shall be made available to the Remarketing Agent, the Trustee or the Depositary to the extent necessary for delivery pursuant the applicable provisions of the related Supplemental Indenture. The Depositary shall be a commercial bank or trust company duly organized under the laws of the United States or any state or territory thereof, having its Principal Office for the performance of its functions as Depositary hereunder located in New York, New York, having a combined capital stock, surplus and undivided profits of at least $100,000,000 and authorized by law to perform all the duties imposed upon it by this Indenture (including, if applicable, those of Authenticating Agent and Note Registrar) and the Depositary Agreement. The Depositary may at any time resign and be discharged of the duties and obligations created by this Indenture and the Depositary Agreement (including such duties and obligations as Note Registrar and Authenticating Agent hereunder) by giving at least sixty (60) days' notice to the Corporation, the Trustee and any related Credit Facility Provider, provided that such resignation shall not be effective until the appointment of a successor depositary by the Corporation. The Depositary may be replaced at any time, at the direction of the Corporation, by an instrument, signed by an Authorized Officer of the Corporation, filed with the Remarketing Agent, the Depositary, the Trustee and any related Credit Facility Provider at least sixty (60) days prior to the effective date of such replacement, provided that such replacement shall not be effective until the appointment of a successor depositary by the Corporation. Upon the appointment and acceptance of a successor depositary, the Corporation shall promptly give written notice of such appointment to the Trustee and the Trustee shall promptly cause written notice thereof to be given to all Noteholders in the manner provided in Section 13.4 hereof, which notice shall include the address of the Principal Office of such successor. In the event of the resignation or removal of the Depositary, the Depositary shall pay over, assign and deliver any moneys, Notes and records held by it in such capacity (including any such moneys, Notes and records held by it as Authenticating Agent and Note Registrar) to its successor or, if there be no successor, to the Trustee. In the event that the Depositary shall be removed or be dissolved, or if the property or affairs of the Depositary shall be taken under the control of any state or federal court or administrative body because of bankruptcy or insolvency, or for any other reason, and the Corporation shall not have appointed its successor as Depositary, the Trustee, notwithstanding the foregoing provisions of this Section 7.20, shall ipso facto be deemed to be the Depositary for all purposes of this Indenture until the appointment by the Corporation of the successor depositary, and the Trustee shall be required to perform the functions of the Depositary (and, if applicable, of Note Registrar and Authenticating Agent) as set forth in this Indenture and the Depositary Agreement.
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