Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 10 contracts
Samples: Pooling and Servicing Agreement, Pooling and Servicing Agreement (American Express Receivables Financing Corp Iv LLC), Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders Certificate- holders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 8 contracts
Samples: Market Agent Agreement (Lehman Abs Corp), Market Agent Agreement (Lehman Abs Corp), Market Agent Agreement (Lehman Abs Corp)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 6 contracts
Samples: Series Supplement (Bear Stearns Depositor Inc), Warrant Agent Agreement (Select Asset Inc), Warrant Agent Agreement (Select Asset Inc)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Citibank and any co-paying agent chosen by the Transferors Citibank and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Citibank shall be permitted to resign as Paying Agent upon 30 days’ notice to the Trustee. In the event that any Citibank shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 6 contracts
Samples: Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Pooling and Servicing Agreement, Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Term Assets. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 6 contracts
Samples: Trust Agreement (Structured Products Corp), Trust Agreement (Structured Products Corp), Section Agreement (Structured Products Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be be, as of the Trustee date hereof, The Bank of New York and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon thirty (30) days notice to the Trustee, the Servicer and the Transferor. In the event that any Paying Agent shall resign, the Trustee Transferor shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that that: (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Capital One Funding, LLC), Pooling and Servicing Agreement, Pooling and Servicing Agreement (Capital One Funding, LLC)
Appointment of Paying Agent. The Trustee may --------------------------- appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders Certificate- holders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 4 contracts
Samples: Trust Agreement (Lehman Abs Corp), Trust Agreement (Lehman Abs Corp), Trust Agreement (Lehman Abs Corp)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify each Credit Enhancement Provider, Xxxxx’x and Standard & Poor’s of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Cabela's Master Credit Card Trust), Pooling and Servicing Agreement (Cabela's Master Credit Card Trust), Pooling and Servicing Agreement (Cabela's Master Credit Card Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Travelers Bank Credit Card Master Trust I), Pooling and Servicing Agreement (Nextcard Inc), Pooling and Servicing Agreement (Travelers Bank Credit Card Master Trust I)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify the Rating Agency of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Chase Bank. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Chase Manhattan Bank Usa), Pooling and Servicing Agreement (Chase Manhattan Bank Usa), Pooling and Servicing Agreement (Chase Credit Card Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be be, as of the Trustee date hereof, The Bank of New York Mellon and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon thirty (30) days notice to the Trustee, the Servicer and the Transferor. In the event that any Paying Agent shall resign, the Trustee Transferor shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that that: (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 3 contracts
Samples: Base Trust Agreement (Synthetic Fixed Income Securities Inc), Trust Agreement (Synthetic Fixed Income Securities Inc), Base Trust Agreement (STRATS(SM) Trust for Procter & Gamble Securities, Series 2006-1)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable Series Account pursuant to accounts maintained for the provisions benefit of the applicable Supplement and shall report the amounts of such distributions to the TrusteeInvestor Certificateholders as specified in any Supplement. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to aboveabove and shall report such withdrawals to the Trustee. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Seller and acceptable to the Trustee, including, if and so long as any Certificate Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee Agent who shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver be acceptable to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee Seller and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Charming Shoppes Receivables Corp), Pooling and Servicing Agreement (Charming Shoppes Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the he amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on a European stock exchange (including the Luxembourg Stock Exchange Exchange) and such exchange so requires, a co-paying agent in Luxembourg the city exchange or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Trustee and the Depositor. In the event that any Paying Agent shall resign, the Trustee Depositor shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Investor: Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay-Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Servicing Agreement (Ace Securities Corp), Asset Backed Securities Corp
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 2 contracts
Samples: Trust Agreement (Fixed Income Trust for Goldman Sachs Subordinated Notes, Series 2011-1), Trust Agreement (Fixed Income Client Solutions LLC)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Trustee, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to Trustee. If any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Holders in trust for the benefit of the Investor Certificateholders Holders entitled thereto until such sums shall be paid to such Investor CertificateholdersHolders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01SECTIONS 11.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (World Financial Network Credit Card Master Trust), Pooling and Servicing Agreement (Alliance Data Systems Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account (or applicable Series Account any other account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series) pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the Trustee. V. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account (or applicable Series Account any other account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series) for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Paying Agent shall (unless otherwise specified in the related Supplement for any Series) initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European citythe location of such other stock exchange. The Trustee shall be permitted to resign as Paying Agent upon 30 days' prior written notice to the Servicer and the Transferor; provided, however, that such resignation shall not be effective and the Trustee shall continue to perform the duties of Paying Agent until the appointment of a successor Paying Agent, pursuant to this Section 6.6. The Transferor shall notify the Rating Agencies and the Trustee (if it is not then serving as the Paying Agent) of any resignation or replacement of the Paying Agent. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee Agent and such successor shall act as Paying Agent until a successor is appointedbe acceptable to the Trustee. The Trustee shall cause the initial Paying Agent (unless the initial Paying Agent is the Trustee) and each successor Paying Agent or any additional Paying Agent appointed by the Transferor to execute and deliver to the Trustee an instrument in which such initial or successor Paying Agent or additional Paying Agent shall agree with the Trustee that it that, as Paying Agent, such initial or successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal of a Paying Agent shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding and such Investor Certificates are held by the related Certificate Owners as Definitive Certificates (for Registered Certificates not held in book-entry form, the Transferor shall, if the Paying Agent is not located in New York City, appoint a co-paying agent in New York City acceptable to the Trustee or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or such other locations required by such other stock exchange.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Proffitts Credit Card Master Trust), Pooling and Servicing Agreement (Proffitts Credit Card Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Bankers Trust Company and any co-paying agent chosen by the Transferors and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee and the Transferors. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Providian Master Trust), Pooling and Servicing Agreement (Providian Master Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Deposited Assets. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3 and 11.05 8.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 2 contracts
Samples: Base Trust Agreement (Structured Products Corp), Base Trust Agreement (Structured Products Corp)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Xxxxx’x of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and the Trustee shall have received written notice that such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Any costs or expenses incurred by the Trustee in connection with the appointment of a co-paying agent or successor paying agent shall be reimbursed by the Servicer. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust), Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Credit Card Receivables Funding Corp), Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Compucredit Corp), Pooling and Servicing Agreement (At&t Universal Funding Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account, the Principal Account, the Finance Charge Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account, the Principal Account, the Finance Charge Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Texas Commerce Bank National Association, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Pier 1 Imports Inc/De)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Citibank, N.A. and any co-paying agent chosen by the Transferors Citibank, N.A. and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Citibank, N.A. shall be permitted to resign as Paying Agent upon 30 days’ notice to the Trustee. In the event that any Citibank, N.A. shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement
Appointment of Paying Agent. (a) The Indenture Trustee may appoint a Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant with respect to the provisions of Notes. The Indenture Trustee hereby appoints JPMorgan Chase as the applicable Supplement and shall report the amounts of such distributions to the Trusteeinitial Paying Agent. Any The Paying Agent shall have the revocable power to withdraw funds from the Collection Account Owner Trust Accounts and make distributions to the Noteholders and the Certificateholders, pursuant to Section 2.7. For so long as any of the Notes are listed on the Luxembourg Stock Exchange or applicable Series Account for other stock exchange and such exchange so requires, the purpose of making Indenture Trustee shall maintain a co-paying agent in Luxembourg or the distributions referred to abovelocation required by such other stock exchange. The Indenture Trustee may revoke such power and remove the Paying Agent if the Indenture Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement Indenture in any material respectrespect or for other good cause. The JPMorgan Chase shall be permitted to resign as Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable upon 30 days' wrxxxxx notice to the Depositor and the Indenture Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. In the event that any JPMorgan Chase shall no longer be the Paying Agent shall resignAgent, the Indenture Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company and may be the Indenture Trustee) with the consent of the Depositor, which consent shall not be unreasonably withheld. If at any time the Indenture Trustee shall be acting as the Paying Agent, the provisions of Sections 6.1, 6.3 and 6.4 shall apply, mutatis mutandis, to the Indenture Trustee in its role as Paying Agent. The Indenture Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall will cause each successor or additional Paying Agent Agent, other than itself and JPMorgan Chase, to execute and deliver to the Indenture Trustee an instrument in which such successor or additional Paying Agent shall agree with the Indenture Trustee that it will hold all sums, (and if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Indenture Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role acts as Paying Agent, for it hereby so long as the Trustee shall act as Paying Agent. Any reference in this Agreement agrees), subject to the provisions of this Section, that such Paying Agent shall include any co-paying agent unless the context requires otherwise.will:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Chase Credit Card Master Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Base Trust Agreement (Synthetic Fixed Income Securities Inc)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Xxxxx'x and Standard & Poor's of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee's Corporate Trust Office. The Trustee and any co-paying agent chosen by the Transferors and acceptable shall be permitted to resign as Paying Agent upon 30 days' written notice to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European cityServicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholdersa bank or trust company). The Paying Agent shall return all unclaimed funds to If specified in the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01related Supplement for any Series, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee Investor Certificates of such Series are outstanding, the Transferor shall act maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as Paying Agentany Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. For so long as any Bearer Certificates are outstanding, the Transferor shall maintain a Paying Agent and a Transfer Agent and Registrar outside the United States (as defined in Section 6.03(d)).
Appears in 1 contract
Samples: Pooling and Servicing Agreement (A I Receivables Corp)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Moody's and Standard & Poor's of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, 77 shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.018.4, 11.0211.1, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Bank Corporate Card Master Trust)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify the Rating Agency of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and JPMorgan Chase Bank. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw 62 funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Sellers and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Fleet Bank National Association /Ri/)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall upon written request return all unclaimed funds to the Trustee and upon resignation or removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Term Assets. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Moody's of the removal of any Paying Agent. The Paying Agent Agent, uxxxxx xhe Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and the Trustee shall have received written notice that such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Any costs or expenses incurred by the Trustee in connection with the appointment of a co-paying agent or successor paying agent shall be reimbursed by the Servicer. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Bank One Delaware National Association)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Paying Agent shall initially be Trustee (or the Servicer if the Trustee and is the Paying Agent) shall notify the Rating Agencies of the removal of any co-paying agent chosen by the Transferors and acceptable to the TrusteePaying Agent. If any form of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Transferor shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Dillard Asset Funding Co)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Holders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the Trustee. V. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or Servicer if Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if Trustee (or Servicer if Trustee is the Trustee Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. Trustee (or Servicer if Trustee is the Paying Agent) shall notify the Rating Agencies of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to Servicer. In the event that any Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Commerce)
Appointment of Paying Agent. The Paying Agent shall make distributions payments to Investor Certificateholders the Secured Parties from the Collection Account appropriate account or applicable accounts maintained for the benefit of the Secured Parties as specified in this Base Indenture or the related Series Account Supplement for any Series pursuant to the provisions of the applicable Supplement Articles 5 and shall report the amounts of such distributions to the Trustee6. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer on behalf of the Issuer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer on behalf of the Issuer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement Indenture in any material respectrespect or for other good cause. The Trustee (or the Servicer on behalf of the Issuer if the Trustee is the Paying Agent) shall notify each Rating Agency of the removal of any Paying Agent. The Paying Agent Agent, unless the Series Supplement with respect to any Series states otherwise, shall initially be the Trustee. The Trustee and any co-paying agent chosen by the Transferors and acceptable shall be permitted to resign as Paying Agent upon thirty (30) days' written notice to the Trustee, including, if and so long as any Series or Class is listed Servicer on behalf of the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European cityIssuer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholdersa bank or trust company). The Paying Agent shall return all unclaimed funds to If specified in the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01related Series Supplement for any Series, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee Notes of such Series are outstanding, the Issuer shall act maintain a co-paying agent in New York City (for Registered Notes only) or any other city designated in such Series Supplement which, if and so long as Paying Agentany Series of Notes is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange. Any reference in this Agreement Indenture to the Paying Agent shall include any co-paying agent unless the context requires otherwise. For so long as any Bearer Notes are outstanding, the Issuer shall maintain a Paying Agent and a Transfer Agent and Registrar outside the United States (as defined in subsection 2.6(c)).
Appears in 1 contract
Samples: Indenture (Conns Inc)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Term Assets. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.1, 11.027.2, 11.03 7.3, 7.5 and 11.05 7.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Base Trust Agreement (Prudential Securities Structured Assets Inc)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Moody's of the removal of any Paying Agent. The Paying Agent Agent, unlxxx xxx Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and the Trustee shall have received written notice that such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Any costs or expenses incurred by the Trustee in connection with the appointment of a co-paying agent or successor paying agent shall be reimbursed by the Servicer. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Moody's of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and the Trustee shall have received written notice that such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Any costs or expenses incurred by the Trustee in connection with the appointment of a co-paying agent or successor paying agent shall be reimbursed by the Servicer. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Holders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the Trustee. V. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or Servicer if Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if Trustee (or Servicer if Trustee is the Trustee Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. Trustee (or Servicer if Trustee is the Paying Agent) shall notify the Rating Agencies of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, Trustee shall appoint a co-co- paying agent in Luxembourg or another Western European city. Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to Servicer. In the event that any Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange. (b) Trustee shall cause the Paying Agent (other than itself) to execute and deliver to Trustee an instrument in which such Paying Agent shall agree with Trustee that such Paying Agent will hold all sums, if any, held by it for payment to the Holders in trust for the benefit of the Holders entitled thereto until such sums shall be paid to such Holders and shall agree, and if Trustee is the Paying Agent it hereby agrees, that it shall comply with all requirements of the Internal Revenue Code regarding the withholding by Trustee of payments in respect of Federal income taxes due from Certificate Owners. SECTION 6.7 Access to List of Holders' Names and Addresses. Trustee shall furnish or cause to be furnished by the Transfer Agent and Registrar to Servicer or the Paying Agent, within five Business Days after receipt by Trustee of a request therefor from Servicer or the Paying Agent, respectively, in writing, a list in such form as Servicer or the Paying Agent may reasonably require, of the names and addresses of the Investor Holders as of the most recent Record Date for payment of distributions to Investor Holders. Unless otherwise provided in the related Supplement, Holders of the Investor Certificates evidencing Undivided Interests aggregating not less than 10% of the Investor Interest of the Investor Certificates of any Series (the "Applicants") may apply in writing to Trustee, and if such application states that the Applicants desire to communicate with other Investor Holders of any Series with respect to their rights under this Agreement or under the Investor Certificates and is accompanied by a copy of the communication which such Applicants propose to transmit, then Trustee, after having been adequately indemnified by such Applicants for its costs and expenses, shall afford or shall cause the Transfer Agent and Registrar to afford such Applicants access during normal business hours to the most recent list of Holders held by Trustee and shall give Servicer notice that such request has been made, within five Business Days after the receipt of such application. Such list shall be as of a date no more than 45 days prior to the date of receipt of such Applicants' request. Every Holder, by receiving and holding a Certificate, agrees with Trustee that neither Trustee, the Transfer Agent and Registrar, nor any of their respective agents shall be held accountable by reason of the disclosure of any such information as to the names and addresses of the Holders hereunder, regardless of the source from which such information was obtained. SECTION 6.8
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Commerce)
Appointment of Paying Agent. The Trustee may --------------------------- appoint one or more paying agents (each, a "PAYING AGENT") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders Certificate-holders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.12 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Elmwood Funding LTD
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be be, as of the Trustee date hereof, The Bank of New York and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon thirty (30) days notice to the Trustee, the Servicer and the Transferor. In the event that any Paying Agent shall resign, the Trustee Transferor shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that that: (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.as
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Capital One Master Trust)
Appointment of Paying Agent. (a) The Indenture Trustee may appoint a Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant with respect to the provisions Notes. The Indenture Trustee hereby appoints Chase as the initial Paying Agent. [If Definitive Notes are outstanding and for so long as any Notes are listed on the Luxembourg Stock Exchange, the Indenture Trustee shall appoint a co-Paying Agent with an office or agency in Luxembourg for the purpose of the applicable Supplement and shall report the amounts of such making distributions to the Trustee. Any holders of such Definitive Notes.] The Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for Accounts and make distributions to the purpose Noteholders, the Servicer, the Administrator and the Owner Trustee pursuant to Section 5.5 of making the distributions referred to aboveSale and Servicing Agreement. The Indenture Trustee may revoke such power and remove the Paying Agent if the Indenture Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement Indenture in any material respectrespect or for other good cause. The Chase shall be permitted to resign as Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable upon 30 days' written notice to the Seller and the Indenture Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. In the event that any Chase shall no longer be the Paying Agent shall resignAgent, the Indenture Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company and may be the Indenture Trustee) with the consent of the Seller, which consent shall not be unreasonably withheld. If at any time the Indenture Trustee shall be acting as the Paying Agent, the provisions of Sections 6.1, 6.3 and 6.4 shall apply, mutatis mutandis, to the Indenture Trustee in its role as Paying Agent. The Indenture Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall will cause each successor or additional Paying Agent Agent, other than itself and Chase, to execute and deliver to the Indenture Trustee an instrument in which such successor or additional Paying Agent shall agree with the Indenture Trustee that it will hold all sums, (and if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Indenture Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role acts as Paying Agent, for it hereby so long as the Trustee shall act as Paying Agent. Any reference in this Agreement agrees), subject to the provisions of this Section, that such Paying Agent shall include any co-paying agent unless the context requires otherwise.will:
Appears in 1 contract
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon thirty (30) days’ notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Trust Agreement (Fixed Income Trust for Prudential Financial, Inc. Notes, Series 2012-1)
Appointment of Paying Agent. The Paying Agent shall make --------------------------- distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be be, as of the Trustee date hereof, The Bank of New York and any co-paying agent chosen by the Transferors Sellers and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon thirty (30) days notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee Sellers shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that that: (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-co- paying agent unless the context requires otherwise.
Appears in 1 contract
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Norwest Bank Minnesota, National Association, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Securityholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Securityholders in trust for the benefit of the Investor Certificateholders Securityholders entitled thereto until such sums shall be paid to such Investor CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.. Section 6.8 Access to List of Registered Securityholders' Names and Addresses. The Trustee will furnish or cause to be furnished by the Transfer Agent and Registrar to the Servicer or the Paying Agent, within five Business Days after receipt by the Trustee of a request therefor, a list in such form as the Servicer or the Paying Agent may reasonably require, of the names and addresses of the Registered Securityholders. If any Holder or group of Holders of Investor Securities of any Series or all outstanding Series, as the case may be, evidencing not less than 10% of the aggregate unpaid principal amount of such Series or all outstanding Series, as applicable (the "Applicants"), apply to the Trustee, and such application states that the Applicants desire to communicate with other Investor Securityholders with respect to their rights under this Agreement or any Supplement or under the Investor Securities and is accompanied by a copy of the communication which such Applicants propose to transmit, then the Trustee, after having been adequately indemnified by such Applicants for its costs and expenses, shall afford or shall cause the Transfer Agent and Registrar to afford such Applicants access during normal business hours to the most recent list of Registered Securityholders of such Series or all outstanding Series, as applicable, held by the Trustee, within five Business Days after the receipt of such application. Such list shall be as of a date no more than 45 days prior to the date of receipt of such Applicants' request. With respect to any Series of Registered Securities, every Registered Securityholder, by receiving and holding a Registered Security, agrees with the Trustee that neither the Trustee, the Transfer Agent and Registrar, nor any of their respective agents, shall be held accountable by reason of the disclosure of any such information as to the names and addresses of the Registered Securityholders hereunder, regardless of the sources from which such information was derived. Section 6.9
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Trustee, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ notice to Trustee. If any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Holders in trust for the benefit of the Investor Certificateholders Holders entitled thereto until such sums shall be paid to such Investor CertificateholdersHolders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Alliance Data Systems Corp)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.01, 11.028.02, 11.03 8.03 and 11.05 8.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to Articles IV and V (as described in the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trusteerelated Supplement). Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify the Rating Agency of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. (a) The Indenture Trustee may appoint a Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant with respect to the provisions of Notes. The Indenture Trustee hereby appoints JPMorgan Chase as the applicable Supplement and shall report the amounts of such distributions to the Trusteeinitial Paying Agent. Any The Paying Agent shall have the revocable power to withdraw funds from the Collection Account Owner Trust Accounts and make distributions to the Noteholders and the Certificateholders, pursuant to Section 2.7. For so long as any of the Notes are listed on the Luxembourg Stock Exchange or applicable Series Account for other stock exchange and such exchange so requires, the purpose of making Indenture Trustee shall maintain a co-paying agent in Luxembourg or the distributions referred to abovelocation required by such other stock exchange. The Indenture Trustee may revoke such power and remove the Paying Agent if the Indenture Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement Indenture in any material respectrespect or for other good cause. The JPMorgan Xxxxx shall be permitted to resign as Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable upon 30 days written notice to the Depositor and the Indenture Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. In the event that any JPMorgan Chase shall no longer be the Paying Agent shall resignAgent, the Indenture Trustee shall appoint a successor to act as Paying Agent (which shall be a bank or trust company and may be the Indenture Trustee) with the consent of the Depositor, which consent shall not be unreasonably withheld. If at any time the Indenture Trustee shall be acting as the Paying Agent, the provisions of Sections 6.1, 6.3 and 6.4 shall apply, mutatis mutandis, to the Indenture Trustee in its role as Paying Agent. The Indenture Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall will cause each successor or additional Paying Agent Agent, other than itself and JPMorgan Chase, to execute and deliver to the Indenture Trustee an instrument in which such successor or additional Paying Agent shall agree with the Indenture Trustee that it will hold all sums, (and if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Indenture Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role acts as Paying Agent, for it hereby so long as the Trustee shall act as Paying Agent. Any reference in this Agreement agrees), subject to the provisions of this Section, that such Paying Agent shall include any co-paying agent unless the context requires otherwise.will:
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Chase Credit Card Master Trust)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify the Rating Agency of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Chemical Bank. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Chase Manhattan Bank Usa)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Trustee (or the Servicer if the Trustee is the Paying Agent) shall notify Xxxxx'x of the removal of any Paying Agent. The Paying Agent Agent, unless the Supplement with respect to any Series states otherwise, shall initially be the Trustee and Trustee. If any co-paying agent chosen by the Transferors and acceptable to the Trusteeform of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and the Trustee shall have received written notice that such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Trustee shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee Transferor shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Any costs or expenses incurred by the Trustee in connection with the appointment of a co-paying agent or successor paying agent shall be reimbursed by the Servicer. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European cityThe Bank of New York. In the event that any The Bank of New York shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Household Affinity Funding Corp)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a “Paying Agent”) with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days’ written notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Underlying Securities. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.018.1, 11.028.2, 11.03 8.3, 8.5 and 11.05 8.9 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.14 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. The Paying Agent --------------------------- shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the he amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on a European stock exchange (including the Luxembourg Stock Exchange Exchange) and such exchange so requires, a co-paying agent in Luxembourg the city exchange or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Trustee and the Depositor. In the event that any Paying Agent shall resign, the Trustee Depositor shall appoint a successor to act as Paying Agent, reasonably acceptable to the Trustee. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause initial and each successor or additional Paying Agent to shall execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Investor: Certificateholders entitled thereto until such sums shall be paid to such Investor CertificateholdersCertificateholders and (ii) during the continuance of any Pay-Out Event or Servicer Default, upon the written request of the Trustee, it will forthwith pay to the Trustee all sums held in trust by such Paying Agent for payment in respect of the Investor Certificates. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The If and for so long as the Trustee shall act as Paying Agent, the provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Asset Backed Securities Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Trustee, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to Trustee. If any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Holders in trust for the benefit of the Investor Certificateholders Holders entitled thereto until such sums shall be paid to such Investor CertificateholdersHolders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (World Financial Network National Bank)
Appointment of Paying Agent. The Trustee may appoint one --------------------------- or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Trust Agreement (Db Depositor Inc)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders Certificate-holders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Appointment of Paying Agent. The Paying Agent shall --------------------------- make distributions to Investor Certificateholders from the Collection Account (or applicable Series Account any other account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series) pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account (or applicable Series Account any other account or accounts maintained for the benefit of Certificateholders as specified in the related Supplement for any Series) for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee FNBC and any co-paying agent chosen by the Transferors FNBC and acceptable to the Trustee, including, if and so long as any Series or Class of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European citythe location of such other stock exchange. FNBC shall be permitted to resign as Paying Agent upon 30 days' written notice to the Trustee and the Seller. In the event that any FNBC shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as cause the initial Paying Agent until a successor is appointed. The Trustee shall cause and each successor Paying Agent or any additional Paying Agent appointed by the Trustee to execute and deliver to the Trustee an instrument in which such initial or successor Paying Agent or additional Paying Agent shall agree with the Trustee that it that, as Paying Agent, such initial or successor Paying Agent or additional Paying Agent will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal of a Paying Agent shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.02 and 11.03 and 11.05 of the Agreement shall apply to the Trustee FNBC also in its role as Paying Agent, for so long as the Trustee FNBC shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Seller shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Chicago Master Trust Ii)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee and the Transferors. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Fleet Credit Card Master Trust Ii)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.. Section 6.8 Access to List of Registered Certificateholders' Names and Addresses. The Trustee will furnish or cause to be furnished by the Transfer Agent and Registrar to the Servicer or the Paying Agent, within five Business Days after receipt by the Trustee of a request therefor, a list in such form as the Servicer or the Paying Agent may reasonably require, of the names and addresses of the Registered Certificateholders. If any Holder or group of Holders of Investor Certificates of any Series or all outstanding Series, as the case may be, evidencing not less than 10% of the aggregate unpaid principal amount of such Series or all outstanding Series, as applicable (the "Applicants"), apply to the Trustee, and such application states that the Applicants desire to communicate with other Investor Certificateholders with respect to their rights under this Agreement or any Supplement or under the Investor Certificates and is accompanied by a copy of the communication which such Applicants propose to transmit, then the Trustee, after having been adequately indemnified by such Applicants for its costs and expenses, shall afford or shall cause the Transfer Agent and Registrar to afford such Applicants access during normal business hours to the most recent list of Registered Certificateholders of such Series or all outstanding Series, as applicable, held by the Trustee, within five Business Days after the receipt of such application. Such list shall be as of a date no more than 45 days prior to the date of receipt of such Applicants' request. With respect to any Series of Registered Certificates, every Registered Certificateholder, by receiving and holding a Registered Certificate, agrees with the Trustee that neither the Trustee, the Transfer Agent and Registrar, nor any of their respective agents, shall be held accountable by reason of the disclosure of any such information as to the names and addresses of the Registered Certificateholders hereunder, regardless of the sources from which such information was derived. Section 6.9
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Norwest Bank Minnesota, National Association, and any co-co- paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Target Receivables Corp)
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Holders from the Collection Account or any applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or any applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Trustee, and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, 59 including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to Trustee. If any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Holders in trust for the benefit of the Investor Certificateholders Holders entitled thereto until such sums shall be paid to such Investor CertificateholdersHolders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01SECTIONS 11.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (World Financial Network Credit Card Master Trust)
Appointment of Paying Agent. (a) The Paying Agent shall make distributions to Investor Certificateholders from the Collection Account appropriate account or applicable accounts maintained for the benefit of Certificateholders as specified in this Agreement or the related Supplement for any Series Account pursuant to the provisions of the applicable Supplement Articles IV and shall report the amounts of such distributions to the TrusteeV hereof. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account such appropriate account or applicable Series Account accounts for the purpose of making the distributions referred to above. The Trustee (or the Servicer if the Trustee is the Paying Agent) may revoke such power and remove the Paying Agent Agent, if the Trustee (or the Servicer if the Trustee is the Paying Agent) determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respectrespect or for other good cause. The Paying Agent shall initially be Trustee (or the Servicer if the Trustee and is the Paying Agent) shall notify the Rating Agency of the removal of any co-paying agent chosen by the Transferors and acceptable to the TrusteePaying Agent. If any form of Investor Certificate is issued as a Global Certificate, including, or if and so long as any Series or Class is of Investor Certificates are listed on the Luxembourg Stock Exchange and such exchange shall so requiresrequire, the Trustee shall appoint a co-paying agent in Luxembourg or another Western European city. The Paying Agent shall be permitted to resign as Paying Agent upon 30 days' written notice to the Servicer. In the event that any Paying Agent shall resignno longer be the Paying Agent, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in (which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid to such Investor Certificateholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trusteea bank or trust company). The provisions of Sections 11.0111.1, 11.02, 11.03 11.2 and 11.05 11.3 shall apply to the Trustee also in its role as the capacity of Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. If specified in the related Supplement for any Series, so long as the Investor Certificates of such Series are outstanding, the Transferor shall maintain a co-paying agent in New York City (for Registered Certificates only) or any other city designated in such Supplement which, if and so long as any Series of Investor Certificates is listed on the Luxembourg Stock Exchange or other stock exchange and such exchange so requires, shall be in Luxembourg or the location required by such other stock exchange.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Dillard Asset Funding Co)
Appointment of Paying Agent. The Paying Agent shall --------------------------- make distributions to Investor Certificateholders Securityholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent was initially Xxxxxx, shall initially effective the date hereof be the Trustee The Bank of New York and shall include any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Securityholders in trust for the benefit of the Investor Certificateholders Securityholders entitled thereto until such sums shall be paid to such Investor CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Atlanta)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Merrill Lynch Depositor Inc
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Series Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Depositor and acceptable to the Trustee, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that (i) it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and (ii) it will give the Trustee notice of any default by any obligor on the applicable Series of Certificates or on the Deposited Assets. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.01, 11.02, 11.03 and 11.05 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.the
Appears in 1 contract
Appointment of Paying Agent. The Paying Agent shall make distributions to Investor Certificateholders Securityholders from the Collection Account or applicable Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee Xxxxxx and any co-paying agent chosen by the Transferors Transferor and acceptable to the Trustee, including, if and so long as any Series or Class is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western western European city. In the event that any Paying Agent shall resign, the Trustee shall appoint a successor to act as Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment to the Investor Certificateholders Securityholders in trust for the benefit of the Investor Certificateholders Securityholders entitled thereto until such sums shall be paid to such Investor CertificateholdersSecurityholders. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.0111.1, 11.0211.2, 11.03 11.3 and 11.05 11.5 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise.. Section 6.8 Access to List of Registered Securityholders' Names and Addresses. The Trustee will furnish or cause to be furnished by the Transfer Agent and Registrar to the Servicer or the Paying Agent, within five Business Days after receipt by the Trustee of a request therefor, a list in such form as the Servicer or the Paying Agent may reasonably require, of the names and addresses of the Registered Securityholders. If any Holder or group of Holders of Investor Securities of any Series or all outstanding Series, as the case may be, evidencing not less than 10% of the aggregate unpaid principal amount of such Series or all outstanding Series, as applicable (the "Applicants"), apply to the Trustee, and such application states that the Applicants desire to communicate with other Investor Securityholders with respect to their rights under this Agreement or any Supplement or under the Investor Securities and is accompanied by a copy of the communication which such Applicants propose to transmit, then the Trustee, after having been adequately indemnified by such Applicants for its costs and expenses, shall afford or shall cause the Transfer Agent and Registrar to afford such Applicants access during normal business hours to the most recent list of Registered Securityholders of such Series or all outstanding Series, as applicable, held by the Trustee, within five Business Days after the receipt of such application. Such list shall be as of a date no more than 45 days prior to the date of receipt of such Applicants' request. With respect to any Series of Registered Securities, every Registered Securityholder, by receiving and holding a Registered Security, agrees with the Trustee that neither the Trustee, the Transfer Agent and Registrar, nor any of their respective agents, shall be held accountable by reason of the disclosure of any such information as to the names and addresses of the Registered Securityholders hereunder, regardless of the sources from which such information was derived. Section 6.9
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Partners First Credit Card Master Trust)
Appointment of Paying Agent. The Trustee may appoint one or more paying agents (each, a "Paying Agent") with respect to the Certificates of any Series. Any such Paying Agent shall be authorized to make distributions to Investor Certificateholders of such Series from the Collection Certificate Account or applicable for such Series Account pursuant to the provisions of the applicable Supplement and shall report the amounts of such distributions to the Trustee. Any Paying Agent shall have the revocable power to withdraw funds from the Collection Account or applicable Series such Certificate Account for the purpose of making the distributions referred to above. The Trustee may revoke such power and remove the Paying Agent if the Trustee determines in its sole discretion that the Paying Agent shall have failed to perform its obligations under this Trust Agreement or any Supplement in any material respect. The Paying Agent shall initially be the Trustee and any co-paying agent chosen by the Transferors Trustee and acceptable to the TrusteeDepositor, including, if and so long as any Series or Class within such Series is listed on the Luxembourg Stock Exchange and such exchange so requires, a co-paying agent in Luxembourg or another Western European city, as specified in the related Supplement. Any Paying Agent shall be permitted to resign as Paying Agent upon 30 days' notice to the Trustee. In the event that any the Trustee shall no longer be the Paying Agent shall resignAgent, the Trustee shall appoint a successor to act as or additional Paying Agent. The Trustee shall act as Paying Agent until a successor is appointed. The Trustee shall cause each successor or additional to act as Paying Agent to execute and deliver to the Trustee an instrument in which such successor or additional Paying Agent shall agree with the Trustee that it will hold all sums, if any, held by it for payment distribution to the Investor Certificateholders in trust for the benefit of the Investor Certificateholders entitled thereto until such sums shall be paid distributed to such Investor CertificateholdersCertificateholders and will agree to such other matters as are required by Section 317(b) of the Trust Indenture Act. The Paying Agent shall return all unclaimed funds to the Trustee and upon removal shall also return all funds in its possession to the Trustee. The provisions of Sections 11.017.01, 11.027.03, 11.03 7.04 and 11.05 7.06 shall apply to the Trustee also in its role as Paying Agent, for so long as the Trustee shall act as Paying Agent. Any reference in this Trust Agreement to the Paying Agent shall include any co-paying agent unless the context requires otherwise. Notwithstanding anything contained herein to the contrary, the appointment of a Paying Agent pursuant to this Section 5.13 shall not release the Trustee from the duties, obligations, responsibilities or liabilities arising under this Trust Agreement other than with respect to funds paid to such Paying Agent.
Appears in 1 contract
Samples: Merrill Lynch Depositor Inc
