Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor. (b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent. (c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. (d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6. (e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent. (f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or
Appears in 19 contracts
Samples: Trust Agreement (Chase Credit Card Owner Trust 2002-6), Trust Agreement (Chase Manhattan Bank Usa Chase Credit Card Owner Tr 2000-2), Trust Agreement (Chase Manhattan Bank Usa)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferors agree to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed indorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee By: Authorized Signatory
Appears in 6 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)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
Appears in 5 contracts
Samples: Pooling and Servicing Agreement (BA Credit Card Trust), Pooling and Servicing Agreement (BA Master Credit Card Trust II), Pooling and Servicing Agreement
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
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)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent must be acceptable to the Sellers and the Servicer. The initial authenticating agent shall be subject to acceptance by the DepositorCitibank.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSellers. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSellers, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Sellers. The Depositor shall Sellers agree to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. orBy
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust), Pooling and Servicing Agreement (Citibank, N.A., as Depositor of Citibank Credit Card Issuance Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Trustee, the Servicer and the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositora Transferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) 6.09. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.66.09, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee By Authorized Officer
Appears in 4 contracts
Samples: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Funding, LLC)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. The Indenture Trustee shall be the initial authenticating agent. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Indenture Trustee and to the DepositorIssuer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.04.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.04, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust AgreementIndenture. or________________________________ ________________________________ as Authenticating Agent for the Indenture Trustee By: ____________________________ Authorized Signatory”
Appears in 3 contracts
Samples: Master Indenture, Master Indenture (Atlanticus Holdings Corp), Master Indenture (Atlanticus Holdings Corp)
Authenticating Agent. (a) The Owner Trustee Indenture Trustee, at the expense of Issuer, may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement the Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer and Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Issuer and Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.04.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.04, the Certificate Notes may have endorsed thereon, in lieu of the Owner or in addition to Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. oras Authenticating Agent for Indenture Trustee By: Authorized Signatory” Dated:
Appears in 3 contracts
Samples: Master Indenture (First National Funding LLC), Master Indenture (First National Funding LLC), Master Indenture (First National Master Note Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to notes described in the within-mentioned Trust AgreementIndenture. or[Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 3 contracts
Samples: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper -82- or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.6.8, and the Trustee ----------- shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section ------- 11.5. ----
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to ------------- ---- ---- any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate ----------- Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or_____________________________ as Authenticating Agent for the Trustee, By: _____________________________ Authorized Officer
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (Peoples Bank Credit Card Master Trust), Pooling and Servicing Agreement (Peoples Bank Credit Card Master Trust), Pooling and Servicing Agreement (Peoples Bank)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
Appears in 3 contracts
Samples: Pooling and Servicing Agreement (BA Credit Card Trust), Pooling and Servicing Agreement (Mbna America Bk Nat Assoc Mbna Master Credit Card Trust Ii), Pooling and Servicing Agreement (BA Credit Card Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate one or more Series which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates of such Series in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificatesuch Certificates. Whenever Wherever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.10, and the Trustee shall be entitled to be reimbursed and the Master Servicer shall reimburse the Trustee for such payments, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.10, the Certificate Certificates of an applicable Series may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: “This is one of the Certificate referred to Certificates described in the within-mentioned Trust AgreementPooling and Servicing Agreement and Series Supplement. orBy:
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Discover Card Master Trust I), Pooling and Servicing Agreement (Discover Card Master Trust I)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferors agree to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed indorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee By: -------------------------------------- Authorized Signatory
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (American Express Credit Account Master Trust), Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay from its own funds, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate referred to Certificates described in the within-mentioned Trust Master Pooling and Servicing Agreement. or----------------------------- as Authenticating Agent for the Trustee, By: -------------------------- Authorized Officer"
Appears in 2 contracts
Samples: Master Pooling and Servicing Agreement (Proffitts Credit Card Master Trust), Master Pooling and Servicing Agreement (Proffitts Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositorto Transferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8, and Trustee shall be entitled to be reimbursed and Servicer shall reimburse Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or------------------------------------ as Authenticating Agent for Trustee, By:_________________________________ Authorized Officer."
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Mellon Bank Premium Finance Master Trust), Pooling and Servicing Agreement (Mellon Bank Premium Finance Loan Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or____________________________ ____________________________ as Authenticating Agent for the Trustee, By _________________________ Authorized Officer
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp), Pooling and Servicing Agreement (Credit Card Receivables Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Securities which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Securities in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateSecurities. Whenever reference is made in this Agreement to the authentication of the Certificate Securities by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Securities may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Securities described in the within-mentioned Trust Pooling and Servicing Agreement. or____________________________ ____________________________ as Authenticating Agent for the Trustee, By _________________________ Authorized Officer Section 6.10
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp), Pooling and Servicing Agreement (Partners First Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect affect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or______________________________ as Authenticating Agent for the Trustee, By:___________________________ Authorized signatory
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Chase Manhattan Bank Usa), Pooling and Servicing Agreement (Chase Manhattan Bank Usa)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall pay Trustee agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Master Pooling and Servicing Agreement. or_______________________________ as Authenticating Agent for the Trustee, By: ___________________________ Authorized Officer
Appears in 2 contracts
Samples: Master Pooling and Servicing Agreement (Circuit City Credit Card Master Trust), Master Pooling and Servicing Agreement (Fnanb Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Trustee, the Servicer and the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositora Transferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) 6.09. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.66.09, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. orBy
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Capital One Master Trust), Pooling and Servicing Agreement (Capital One Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferors. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferors. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferors, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of or its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors. The Depositor shall Transferors agree to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or---------------------------------------- as Authenticating Agent for the Trustee, by ------------------------------------ Authorized Officer
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Providian Master Trust), Pooling and Servicing Agreement (Providian Master Trust)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Indenture Trustee and to the DepositorIssuer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6SECTION 2.04.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 SECTIONS 6.01 and 7.2 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6SECTION 2.04, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate referred to Notes described in the within-mentioned Trust AgreementIndenture. or________________________________ ________________________________ as Authenticating Agent for the Indenture Trustee By: ____________________________ Authorized Signatory"
Appears in 2 contracts
Samples: Master Indenture (Compucredit Corp), Master Indenture (Compucredit Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Transferor agrees to pay the to each authenticating agent agent, from time to time time, reasonable compensation for its services under this Section 3.66.07.
(e) The provisions of Sections 6.17.03, 6.38.04, 6.411.01, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.07, the Certificate Certificates may have endorsed thereon, in lieu of or in addition to the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: Pooling and Servicing Agreement This is one of the Certificate referred to Certificates described in the within-mentioned Pooling and Servicing Agreement among Xxxxxxxxxx Financial Corporation, X. Xxxxxxxxxx & Co., Inc. and Bankers Trust AgreementCompany, dated as of August 23, 1996. or_________________________________________ _________________________________________ as Authenticating Agent for the Trustee By:______________________________________ Authorized Signer
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Muehlstein Holding Corp), Pooling and Servicing Agreement (Muehlstein Holding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint any one or more authenticating agents Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, delivery and registration of transfer, or transfer or exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agentAuthenticating Agent. Each authenticating agent shall Authenticating Agent must be subject acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent any Authenticating Agent shall continue to be an authenticating agent Authenticating Agent without the execution or filing filling of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) Authenticating Agent. An authenticating agent Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent Authenticating Agent by giving signing and delivering a written notice of termination to such authenticating agent Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent Authenticating Agent. Subsequent to any such removal or resignation of the DepositorAuthenticating Agent, the Trustee shall act as Authenticating Agent until a successor Authenticating Agent, if any, is appointed. Any successor authenticating agent Authenticating Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agentAuthenticating Agent.
(dc) The Depositor shall agrees to pay the authenticating agent to each Authenticating Agent from time to time reasonable compensation for its services under this Section 3.65.10.
(ed) The provisions provision of Sections 6.18.01, 6.3, 6.4, 6.6, 7.1 8.02 and 7.2 8.03 shall be applicable to any authenticating agentAuthenticating Agent.
(fe) Pursuant to an appointment made under this Section 3.65.10, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate Certificates referred to in the within-mentioned Trust Agreement. or_________________________ as Authenticating Agent for the Trustee, By________________________ Authorized Signatory"
Appears in 2 contracts
Samples: Trust Agreement (Bond Trust Products LLC), Trust Agreement (Bond Trust Products LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each, an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agentAuthenticating Agent. Each authenticating agent shall be subject to acceptance by The Trustee is hereby appointed as the Depositorinitial Authenticating Agent.
(b) Any institution succeeding to the corporate agency business of an authenticating agent Authenticating Agent shall continue to be an authenticating agent Authenticating Agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agentAuthenticating Agent.
(c) An authenticating agent Any Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent Authenticating Agent by giving notice of termination to such authenticating agent Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent Authenticating Agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorAuthenticating Agent. Any successor authenticating agent Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agentAuthenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Seller.
(d) The Depositor shall Trustee agrees to pay the authenticating agent to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section 3.66.3.
(e) The provisions of Sections 6.110.1, 6.3, 6.4, 6.6, 7.1 10.4 and 7.2 10.5 shall be applicable to any authenticating agentAuthenticating Agent.
(f) Pursuant to an appointment made under this Section 3.66.3, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or___________________________ as Authenticating Agent for the Trustee, By:________________________ Authorized Signatory
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Asta Funding Inc), Pooling and Servicing Agreement (Asta Funding Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to notes (or certificates) described in the within-mentioned Trust AgreementIndenture. or[Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 2 contracts
Samples: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to notes described in the within-mentioned Trust AgreementIndenture. oras Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 2 contracts
Samples: Base Indenture (Oportun Financial Corp), Base Indenture (Oportun Financial Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which Certificates that shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Either Trustee or the authenticating agent, if any, then appointed and acting on behalf of Trustee shall authenticate the Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper document or any further act on the part of Trustee, the Owner Trustee authenticating agent or such authenticating agentany other Person.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such the authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent agent, upon acceptance of its appointment hereunder appointment, shall become vested with all the rights, powers and duties of its predecessor hereunderpredecessor, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor.
(d) The Depositor shall Servicer agrees to pay the to each authenticating agent (if any), as an expense of Servicer paid out of the Servicing Fee, reasonable compensation from time to time reasonable compensation for its services performed under this Section 3.6section.
(e) The provisions of Sections 6.111.1, 6.311.2, 6.4, 6.6, 7.1 11.3 and 7.2 11.4 shall be applicable to any authenticating agent as if the references in the applicable provisions thereof to "Trustee" were references to the authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (International Comfort Products Corp), Pooling and Servicing Agreement (International Comfort Products Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication authentications of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an any authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Depositor shall agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The Section. In the event the Trustee acts as authenticating agent hereunder, the provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 Article V shall be applicable to any the Trustee in such other capacity as authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate [Class [A]] [Class [B]] Certificates described in the Trust Agreement referred to in herein. ____________________________ as Authenticating Agent for the within-mentioned Trust Agreement. orTrustee, By _________________________ Authorized Officer
Appears in 2 contracts
Samples: Deposit Trust Agreement (Goldman Sachs Asset Backed Securities Corp), Deposit Trust Agreement (Gs Mortgage Securities Corp)
Authenticating Agent. (a) The Owner Trustee may appoint any one or more authenticating agents Authenticating Agents (each, an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, delivery and registration of transfer, or transfer or exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate unit of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agentAuthenticating Agent. Each authenticating agent shall Authenticating Agent must be subject reasonably acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent any Authenticating Agent shall continue to be an authenticating agent Authenticating Agent without the execution or filing filling of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) Authenticating Agent. An authenticating agent Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent Authenticating Agent by giving signing and delivering a written notice of termination to such authenticating agent Authenticating Agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent Authenticating Agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent Authenticating Agent. Subsequent to any such removal or resignation of the DepositorAuthenticating Agent, the Trustee shall act as Authenticating Agent until a successor Authenticating Agent, if any, is appointed. Any successor authenticating agent Authenticating Agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agentAuthenticating Agent.
(dc) The Depositor shall agrees to pay the authenticating agent to each Authenticating Agent from time to time reasonable compensation for its services under this Section 3.65.10.
(ed) The provisions provision of Sections 6.18.01, 6.3, 6.4, 6.6, 7.1 8.02 and 7.2 8.03 shall be applicable to any authenticating agentAuthenticating Agent.
(fe) Pursuant to an appointment made under this Section 3.65.10, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate Certificates referred to in the within-mentioned Trust Agreement. or_________________________ as Authenticating Agent for the Trustee, By________________________ Authorized Signatory"
Appears in 2 contracts
Samples: Trust Agreement (Incapital Trust Products LLC), Trust Agreement (Incapital Trust Products LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to all or substantially all of the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall pay Servicer agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.6.08. ------------
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable -------------- ----- ----- to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate ------------ Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-mentioned Trust Pooling and Servicing Agreement. or__________________________ as Authenticating Agent for the Trustee, by __________________________ Authorized Signatory
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Compucom Systems Inc), Pooling and Servicing Agreement (Safeguard Scientifics Inc Et Al)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each Any authenticating agent shall be subject to acceptance appointed by the DepositorTrustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. Any successor authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.616.13.
(e) The provisions of Sections 6.120.2, 6.3, 6.4, 6.6, 7.1 20.4 and 7.2 20.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.616.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or[NAME OF TRUSTEE] as Trustee By:______________________ Authorized Signatory or ------------------------- as Authenticating Agent for the Trustee, By:______________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Usaa Federal Savings Bank)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of or in addition to the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or------------------------------- ------------------------------- as Authenticating Agent for the Trustee By:____________________________ Authorized Signer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Wheeling Pittsburgh Corp /De/)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which Certificates that shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuanceregistration of, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an its duly authorized authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by such an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution Person into which the authenticating agent may be merged or converted or with which it may be consolidated, or any Person resulting from any merger, conversion or consolidation to which the authenticating agent shall be a party, or any Person succeeding to the corporate agency trust business of an the authenticating agent, shall be the successor of the authenticating agent shall continue to be an authenticating agent hereunder without the execution or filing of any paper or any further act on the part of any of the Owner Trustee or such authenticating agentparties hereto, anything herein to the contrary notwithstanding.
(c) An authenticating agent may at any time resign by giving written notice of resignation to Trustee, Bond Insurer and to the Owner Trustee and the DepositorServicer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent agent, Bond Insurer and to the DepositorServicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or Bond Insurer, Trustee may and shall at the Depositor, the Owner Trustee promptly may written direction of Bond Insurer appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Trustee and Bond Insurer.
(d) The Depositor shall Trustee agrees to bear and pay the all fees and expenses of any such authenticating agent from time to time reasonable compensation for its services under this Section 3.6agent.
(e) The provisions of Sections 6.110.01, 6.3, 6.4, 6.6, 7.1 10.02 and 7.2 10.03 shall be applicable to any authenticating agent.
(f) Pursuant If an authenticating agent shall have been appointed pursuant to an appointment made under this Section 3.66.09, the Certificate Certificates may have endorsed thereon, in lieu of the Owner addition to Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-mentioned Trust Pooling and Servicing Agreement. or______________________________________ as Authenticating Agent for Trustee, By:___________________________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Rockford Industries Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Third Amended and Restated Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (BA Master Credit Card Trust II)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereontxxxxxx, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust AgreementIndenture. oras Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Samples: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.6.8, and the Trustee ----------- shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section ------- 11.5. ----
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to ------------- ---- ---- any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate ----------- Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or_____________________________ as Authenticating Agent for the Trustee, By: _____________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Peoples Bank Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Second Amended and Restated Pooling and Servicing Agreement. oras Authenticating Agent for the Trustee, By: Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Amended and Restated Pooling and Servicing Agreement. or____________________________________ as Authenticating Agent for the Trustee, By:_________________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Usa Credit Card Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Trustee, the Servicer and the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositora Transferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) 6.09. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.66.09, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. orby
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Capital One Funding, LLC)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate one or more Series which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates of such Series in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificatesuch Certificates. Whenever Wherever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSellers.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSellers. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSellers. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSellers, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Sellers.
(d) The Depositor shall Trustee agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.10, and the Trustee shall be entitled to be reimbursed and the Master Servicer shall reimburse the Trustee for such payments, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.. 49
(f) Pursuant to an appointment made under this Section 3.66.10, the Certificate Certificates of an applicable Series may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate referred to Certificates described in the within-mentioned Trust AgreementPooling and Servicing Agreement and Series Supplement. or_______________________________________ _______________________________________ as Authenticating Agent for the Trustee, By:____________________________________ Authorized Officer"
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Discover Card Master Trust I)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Securities which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Securities in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateSecurities. Whenever reference is made in this Agreement to the authentication of the Certificate Securities by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Securities may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Securities described in the within-mentioned Trust Pooling and Servicing Agreement. or____________________________ ____________________________ as Authenticating Agent for the Trustee, By _________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Atlanta)
Authenticating Agent. (a1) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Investor Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Investor Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateInvestor Certificates; provided, that each such authenticating agent shall satisfy the conditions set forth in Section 8.06. Whenever reference is made in this Agreement to the authentication of the Certificate Investor Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b2) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent; provided such institution satisfies the conditions set forth in Section 8.06.
(c3) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee. Upon the receipt by the Trustee of any such notice of resignation and upon the Depositorgiving of any such notice of termination by the Trustee, the Trustee shall immediately give notice of such resignation or termination to the Company. Any resignation of an authenticating agent shall not become effective until acceptance of appointment by the successor authenticating agent as provided in this Section 5.08. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositoragent. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or fail to satisfy the Depositorconditions set forth in Section 8.06, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent (other than an Affiliate of the Trustee) shall be appointed unless such authenticating agent (i) is reasonably acceptable to the Trustee and the Company and (ii) satisfies the conditions set forth in Section 8.06.
(d4) The Depositor shall pay Company hereby agrees to provide the authenticating agent Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.05, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 3.65.08. The Trustee hereby agrees that, upon the receipt of such funds from the Company it shall pay each authenticating agent such amounts.
(e5) The provisions of Sections 6.18.01, 6.38.02, 6.48.03, 6.6, 7.1 8.05 and 7.2 10.18 shall be applicable to any authenticating agent.
(f6) Pursuant to an appointment made under this Section 3.65.08, the Certificate Investor Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. orBy _________________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling Agreement (Bungeltd)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. The Owner Trustee hereby appoints Chase as Authenticating Agent for the authentication of the Certificate upon any registration of transfer or exchange of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than Chase) shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. oror not in its individual capacity not in its individual capacity but solely as Owner Trustee but solely as Owner Trustee By:____________________________ Authenticating Agent By: ______________________________ By:___________________________ Authorized Signatory Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or____________________________ ____________________________ as Authenticating Agent for the Trustee, By _________________________ Authorized Officer Section 6.10
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Partners First Receivables Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or__________________________ __________________________ as Authenticating Agent for the Trustee, By _______________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (At&t Universal Funding Corp)
Authenticating Agent. (a) The Owner Trustee Transferor may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transferTransfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating authenti- cating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee Transferor promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee.
(d) The Depositor shall Transferor agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or------------------------------- as Authenticating Agent for the Trustee, By: ----------------------------- Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Bank Corporate Card Master Trust)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Transferor. If no authenticating agent is appointed, the Indenture Trustee will be the authenticating agent for the Notes.
(b) Any institution succeeding to the corporate trust and agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Issuer and the DepositorTransferor. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIndenture Trustee, the Owner Issuer and the Transferor, the Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Transferor.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.4.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.4, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. orBy:
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to all or substantially all of the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall pay Servicer agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.6.08. ------------
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable -------------- ----- ----- to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate ------------ Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-mentioned Trust Pooling and Servicing Agreement. or-------------------------- as Authenticating Agent for the Trustee, by -------------------------- Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Compucom Systems Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. The Owner Trustee hereby appoints Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than Chase) shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.63.13.
(e) The provisions of Sections 6.17.1, 6.37.3, 6.47.4, 6.67.6, 7.1 8.1 and 7.2 8.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.63.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-within mentioned Trust Agreement. or, ----------------------------------- as Owner Trustee By: ----------------------------------- Authorized Officer or ----------------------------------- as Authenticating Agent for the Owner Trustee, ----------------------------------- Authorized Officer
Appears in 1 contract
Samples: Trust Agreement (Chase Manhattan Auto Owner Trust 2001 A)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Series 2010-1 Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate such Series 2010-1 Notes in connection with the issuance, execution, delivery, registration of transfer, exchange or repayment of the Certificatesuch Series 2010-1 Notes. Whenever reference is made in this Agreement to the authentication of the Certificate any Series 2010-1 Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTrustee and the Issuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee or the Issuer may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer (in the case of such termination by the Trustee) or the Trustee (in the case of such Termination by the Issuer). Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08 pursuant to the Supplement; provided, that, if at any time the Collateral Trustee is acting as authenticating agent, such compensation shall be paid out of the Trustee Fee payable to the Trustee.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time time, with or without cause, terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.05.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-within mentioned Trust Pooling and Servicing Agreement. or______________________________________, as Authenticating Agent for the Trustee By____________________________________, Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First Bankcard Master Credit Card Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositorto Transferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8, and Trustee shall be entitled to be reimbursed and Servicer shall reimburse Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or--------------------------------------- as Authenticating Agent for Trustee, By:____________________________________ Authorized Officer"
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Commerce)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each, an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agentAuthenticating Agent. Each authenticating agent shall be subject to acceptance by The Trustee is hereby appointed as the Depositorinitial Authenticating Agent.
(b) Any institution succeeding to the corporate agency business of an authenticating agent Authenticating Agent shall continue to be an authenticating agent Authenticating Agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agentAuthenticating Agent.
(c) An authenticating agent Any Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent Authenticating Agent by giving notice of termination to such authenticating agent Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent Authenticating Agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorAuthenticating Agent. Any successor authenticating agent Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agentAuthenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Seller.
(d) The Depositor shall Trustee agrees to pay the authenticating agent to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section 3.66.3.
(e) The provisions of Sections 6.110.1, 6.3, 6.4, 6.6, 7.1 10.4 and 7.2 10.5 shall be applicable to any authenticating agentAuthenticating Agent.
(f) Pursuant to an appointment made under this Section 3.66.3, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or_______________________________ as Authenticating Agent for the Trustee, By:____________________________ Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferors and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferors agree to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed indorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or-------------------------------------------------- -------------------------------------------------- as Authenticating Agent for the Trustee By: ---------------------------------------------- Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (American Express Receivables Financing Corp Ii)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating au thenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor. The Trustee hereby initially appoints Bankers Trust Company as its Authenticating Agent.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Servicer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or----------------------------------------------- as Authenticating Agent or the Trustee, By: ----------------------------------------------- Authorized Signatory -68-
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Apparel Retailers Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. The Owner Trustee hereby appoints The Chase Manhattan Bank as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than The Chase Manhattan Bank) shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor Servicer shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.63.13.
(e) The provisions of Sections 6.17.1, 6.37.3, 6.47.4, 6.67.6, 7.1 8.1 and 7.2 8.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.63.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-within mentioned Trust Agreement. or__________________________________, as Owner Trustee By: ___________________________________ Authorized Officer or ___________________________________ as Authenticating Agent for the Owner Trustee, ___________________________________ Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereonxxxxxxx, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust AgreementIndenture. oras Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Samples: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested agent xxx with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall pay Servicer agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificate, may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-within mentioned Trust Pooling and Servicing Agreement. or_________________________ _________________________ as Authenticating Agent for the Trustee, By: _____________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Firestone Retail Credit Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each Any authenticating agent shall be subject to acceptance appointed by the DepositorTrustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of 57 62 an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. Any successor authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.65.12.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.65.12, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or_____________________________, as Trustee By:__________________________ Authorized Signatory or as Authenticating Agent for the Trustee, By:__________________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Onyx Acceptance Financial Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each Any authenticating agent shall be subject to acceptance appointed by the DepositorTrustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. Any successor authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.616.13.
(e) The provisions of Sections 6.120.2, 6.3, 6.4, 6.6, 7.1 20.4 and 7.2 20.5 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.616.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or[NAME OF TRUSTEE] as Trustee By:______________________ Authorized Signatory or _________________________ as Authenticating Agent for the Trustee, By:______________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Usaa Federal Savings Bank)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller. The Depositor shall Seller agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or____________________________ ____________________________ as Authenticating Agent for the Trustee, By _________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Household Affinity Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication 62 of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositorto Transferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Trustee and Transferor.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8, and Trustee shall be entitled to be reimbursed and Servicer shall reimburse Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: "This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. orBy:____________________________________ Authorized Officer"
Appears in 1 contract
Samples: Pooling and Servicing Agreement (First National Bank of Commerce)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorIssuer and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee, Issuer and Servicer, Indenture Trustee or the Depositor, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless reasonably acceptable to Issuer and Servicer.
(d) The Depositor shall Servicer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.4.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.1 and 7.2 6.4 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.4, the Certificate Notes may have endorsed thereon, in lieu of the Owner or in addition to Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. oras Authenticating Agent for Indenture Trustee By: Authorized Signatory Dated: __________________________________”
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or.
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to notes (or certificates) described in the within-mentioned Trust AgreementIndenture. oras Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each Any authenticating agent shall be subject to acceptance appointed by the DepositorTrustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. Any successor authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.65.12.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.65.12, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or---------------------------------- , as Trustee By: ------------------------------- Authorized Signatory or ---------------------------------- as Authenticating Agent for the Trustee, By: ------------------------------- Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Onyx Acceptance Grantor Trust 1998-1)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate which shall Notes. Any authenticating agent will be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall will be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall agent, including any successor authenticating agent, must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Indenture Trustee and to the DepositorIssuer and the Servicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease ceases to be acceptable to the Owner Indenture Trustee or to the DepositorIssuer and the Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall will become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer hereby appoints the Indenture Trustee as initial authentication agent, and the Indenture Trustee hereby accepts such appointment.
(e) The Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6Section.
(ef) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 shall be 6.04 are applicable to any authenticating agent.
(fg) Pursuant to an appointment made under this Section 3.6Section, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate Notes of the Series, Class or tranche described therein and referred to in the within-mentioned Trust AgreementIndenture. or__________________________________ as Authenticating Agent for the Indenture Trustee By:_______________________________ Authorized Signatory"
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust AgreementIndenture. or[Name of Authenticating Agent], as Authenticating Agent for the Trustee, By: ---------------------------- Responsible Officer
Appears in 1 contract
Samples: Base Indenture (Conns Inc)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate which shall Notes. Any authenticating agent will be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall will be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall agent, including any successor authenticating agent, must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall will continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Indenture Trustee and to the DepositorIssuer and the Servicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease ceases to be acceptable to the Owner Indenture Trustee or to the DepositorIssuer and the Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall will become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6Section.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 shall be 6.04 are applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6Section, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate referred to Notes described in the within-mentioned Trust AgreementIndenture. or---------------------------------- as Authenticating Agent for the Indenture Trustee By:_______________________________ Authorized Officer"
Appears in 1 contract
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer and the Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6Section.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 6.04 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6Section, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. or----------------------------------------- ----------------------------------------- as Authenticating Agent for the Indenture Trustee By: -------------------------------------- Authorized Signatory"
Appears in 1 contract
Samples: Master Indenture (Household Affinity Funding Corp Iii)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Seller.
(d) The Depositor shall Trustee agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8, and the Trustee shall be entitled to be reimbursed and the Servicer shall reimburse the Trustee for such reasonable payments actually made, subject to the provisions of Section 11.5.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or------------------------------------ as Authenticating Agent for the Trustee, By: --------------------------------- Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Charming Shoppes Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. oror WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but solely as Owner Trustee for but solely as Owner Trustee for the Chase the Chase Credit Card Owner Trust 2001-2 Credit Card Owner Trust 2001-2 By: ---------------------------- Authorized Signatory By: ------------------------------- Authenticating Agent By: ------------------------------- Authorized Signatory
Appears in 1 contract
Samples: Trust Agreement (Chase Manhattan Bank Chase Credit Card Owner Trust 2001 2)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorTransferors.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferors. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferors, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors.
(d) The Depositor shall pay Servicer agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication authentication, in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Master Pooling and Servicing Agreement. or------------------------------------------ ------------------------------------------ as Authenticating Agent for the Trustee, By:_______________________________________ Authorized Officer
Appears in 1 contract
Samples: Master Pooling and Servicing Agreement (American Express Centurion Bank)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer and the Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6Section.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.01 and 7.2 6.04 shall be applicable to ------------- ---- any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6Section, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. or____________________________ ____________________________ as Authenticating Agent for the Indenture Trustee By: ________________________ Authorized Signatory"
Appears in 1 contract
Samples: Master Indenture (Conseco Finance Credit Funding Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each Any authenticating agent shall be subject to acceptance appointed by the DepositorTrustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. Any successor authenticating agent appointed by the Trustee shall require the consent of the Seller, which consent may not be unreasonably withheld.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.65.12.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.65.12, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or-------------------------------, as Trustee By:____________________________ Authorized Signatory or ------------------------------- as Authenticating Agent for the Trustee, By:____________________________ Authorized Signatory
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Onyx Acceptance Grantor Trust 1997-3)
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Indenture Trustee and to the DepositorSeller. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorSeller, the Owner Indenture Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the . No successor authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable appointed unless acceptable to any authenticating agentthe Indenture Trustee and the Seller.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. oror WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but solely as Owner Trustee but solely as Owner Trustee for the Chase Credit Card Owner for the Chase Credit Card Owner Trust 2002-2 Trust 2002-2 By: -------------------------------- Authenticating Agent By: By: ----------------------------- -------------------------------- Authorized Signatory Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee Indenture Trustee, at the expense of Servicer, may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer and Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to Issuer and Servicer.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.1 and 7.2 6.4 shall be applicable to any authenticating agent.
(fe) Pursuant to an appointment made under this Section 3.62.4, the Certificate Notes may have endorsed thereon, in lieu of the Owner or in addition to Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. or________________________________ ________________________________ as Authenticating Agent for Indenture Trustee By: _____________________________ Authorized Signatory Dated: ___________________________”
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or -------------------- more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication authentications of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an any authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Depositor shall agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The Section. In the event the Trustee acts as authenticating agent hereunder, the provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 Article V shall be applicable to any the Trustee in such other capacity as authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate [Class [A]] [Class [B]] Certificates described in the Trust Agreement referred to in herein. ---------------------------- ---------------------------- as Authenticating Agent for the within-mentioned Trust Agreement. orTrustee, By _____________________ Authorized Officer
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Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. The Owner Trustee hereby appoints Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than Chase) shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.63.13.
(e) The provisions of Sections 6.17.1, 6.37.3, 6.47.4, 6.67.6, 7.1 8.1 and 7.2 8.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.63.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-within mentioned Trust Agreement. or__________________________, as Owner Trustee By: __________________________ Authorized Officer or __________________________ as Authenticating Agent for the Owner Trustee, Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. oror WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but solely as Owner Trustee for the Chase but solely as Owner Trustee for Credit Card Owner Trust 2001-6 the Chase Credit Card Owner Trust 2001-6 By: ____________________________ Authenticating Agent By: ______________________________ By: ____________________________ Authorized Signatory Authorized Signatory
Appears in 1 contract
Samples: Trust Agreement (Chase Manhattan Bank Usa Chase Credit Card Owner Tr 2001-6)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-within mentioned Trust Agreement. oror WILMINGTON TRUST COMPANY WILMINGTON TRUST COMPANY not in its individual capacity not in its individual capacity but solely as Owner Trustee for the but solely as Owner Trustee for the Xxxxx Xxxxx Credit Card Owner Trust 2000-3 Credit Card Owner Trust 2000-3 By:_____________________________ Authenticating Agent By:_____________________________ By:_____________________________ Authorized Signatory Authorized Signatory
Appears in 1 contract
Samples: Trust Agreement (Chase Manhattan Bank Chase Credit Card Owner Trust 2000 3)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorDepositor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving written notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Depositor shall agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.0l, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or__________________________________ by _______________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Asset Backed Securities Corp)
Authenticating Agent. (a) The Owner Trustee Indenture Trustee, at the expense of the Servicer, may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Issuer and the DepositorServicer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer and the Servicer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorIssuer and the Servicer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer and the Servicer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.2.4. ------------
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 6.1 and 7.2 6.4 shall be applicable to any ------------ --- authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.4, the Certificate Notes may ----------- have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: "This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. or----------------------------- ----------------------------- as Authenticating Agent for the Indenture Trustee By: ------------------------------ "Authorized Signatory"
Appears in 1 contract
Samples: Master Indenture (Spiegel Inc)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall Issuer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.5; subject to the prior written consent of each Noteholder.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.5, the Certificate Notes may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to notes described in the within-mentioned Trust AgreementIndenture. oras Authenticating Agent for the Trustee, By: Responsible Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor. The Trustee hereby initially appoints Bankers Trust (Delaware) as its Authenticating Agent.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor.
(d) The Depositor shall Servicer agrees to pay the each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.8.
(e) The provisions of Sections 6.111.1, 6.3, 6.4, 6.6, 7.1 11.2 and 7.2 11.3 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.8, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to certificates described in the within-mentioned Trust Pooling and Servicing Agreement. oras Authenticating Agent or the Trustee, By: Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents (each, an "Authenticating Agent") with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent Authenticating Agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agentAuthenticating Agent. Each authenticating agent shall be subject to acceptance by The Trustee is hereby appointed as the Depositorinitial Authenticating Agent.
(b) Any institution succeeding to the corporate agency business of an authenticating agent Authenticating Agent shall continue to be an authenticating agent Authenticating Agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agentAuthenticating Agent.
(c) An authenticating agent Any Authenticating Agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent Authenticating Agent by giving notice of termination to such authenticating agent Authenticating Agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent Authenticating Agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorAuthenticating Agent. Any successor authenticating agent Authenticating Agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agentAuthenticating Agent. No successor Authenticating Agent shall be appointed unless acceptable to the Seller.
(d) The Depositor shall Trustee agrees to pay the authenticating agent to each Authenticating Agent from its own funds from time to time reasonable compensation for its services under this Section 3.66.3.
(e) The provisions of Sections 6.110.1, 6.3, 6.4, 6.6, 7.1 10.4 and 7.2 10.5 shall be applicable to any authenticating agentAuthenticating Agent.
(f) Pursuant to an appointment made under this Section 3.66.3, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or________________________ as Authenticating Agent for the Trustee, By:_____________________ Authorized Signatory
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. The Trustee hereby appoints the corporate trust office of Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than Chase) shall be subject acceptable to acceptance by the DepositorSeller.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the DepositorSeller. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorSeller, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the DepositorSeller. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Seller.
(d) The Depositor Servicer shall pay the authenticating agent Authenticating Agent from time to time reasonable compensation for its services under this Section 3.66.12.
(e) The provisions of Sections 6.110.1, 6.3, 6.4, 6.6, 7.1 10.3 and 7.2 10.4 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.12, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate certificates referred to in the within-within mentioned Trust Agreement. or-----------------------, as Trustee By: ------------------------------------ Authorized Officer or ---------------------------------- as Authenticating Agent for the Trustee, ---------------------------------- Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Chase Manhattan Bank Usa National Association)
Authenticating Agent. (a) The Owner Indenture Trustee may -------------------- appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorSeller and the Insurer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Insurer and the DepositorSeller. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent agent, the Insurer and to the DepositorSeller. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Indenture Trustee or the DepositorSeller, the Owner Indenture Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the . No successor authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable appointed unless acceptable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6the Indenture Trustee, the Certificate may have endorsed thereon, in lieu of Insurer and the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. orSeller.
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one -------------------- or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorDepositor and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving written notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Depositor. The Depositor shall agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.0l, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Pooling and Servicing Agreement. or__________________________________ __________________________________ as Authenticating Agent for the Trustee, by _______________________________ Authorized Officer
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Asset Backed Securities Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject reasonably acceptable to acceptance by the DepositorTransferors.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferors. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferors, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferors.
(d) The Depositor shall pay Servicer agrees to pay, on behalf of the Trust, to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08.
(e) The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 of the Agreement shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Certificates may have endorsed indorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication authentication, in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Master Pooling and Servicing Agreement. or----------------------------------------- ----------------------------------------- as Authenticating Agent for the Trustee, By:______________________________________ Authorized Officer
Appears in 1 contract
Samples: Master Pooling and Servicing Agreement (American Express Credit Account Master Trust)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Trustee or the Owner Trustee's certificate Note of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer and the Servicer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorIssuer. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorIssuer, the Owner Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Issuer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.66.08.
(e) The provisions of Sections 6.111.01, 6.311.02, 6.4, 6.6, 7.1 11.03 and 7.2 11.05 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.66.08, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Trustee's certificate certification of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Notes described in the within-mentioned Master Trust Indenture and Security Agreement. or________________________________________ as Authenticating Agent for the Trustee By:_____________________________________ Authorized Officer
Appears in 1 contract
Samples: Master Trust Indenture and Security Agreement (Sirrom Capital Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorTransferor and the Servicer.
(ba) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the DepositorTransferor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the DepositorTransferor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the DepositorTransferor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Trustee and the Transferor. The Depositor shall Transferor agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) Section. The provisions of Sections 6.111.01, 6.3, 6.4, 6.6, 7.1 11.02 and 7.2 11.03 shall be applicable to any authenticating agent.
(fb) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate referred to Certificates described in the within-mentioned Trust Amended and Restated Pooling and Servicing Agreement. or63 72 as Authenticating Agent for the Trustee, by Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Indenture Trustee may appoint one or more authenticating agents with respect to the Certificate Notes which shall be authorized to act on behalf of the Owner Indenture Trustee in authenticating the Certificate Notes in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateNotes. The Indenture Trustee shall be the initial authenticating agent. Whenever reference is made in this Agreement Indenture to the authentication of the Certificate Notes by the Owner Indenture Trustee or the Owner Indenture Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Indenture Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Indenture Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the DepositorIssuer.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Indenture Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee Indenture Trustee, the Note Administrator and the DepositorIssuer. The Owner Indenture Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent agent, to the Note Administrator and to the DepositorIssuer. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee Indenture Trustee, the Note Administrator or the DepositorIssuer, the Owner Indenture Trustee may promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent shall be appointed unless acceptable to the Issuer.
(d) The Depositor shall Issuer agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.62.04.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.62.04, the Certificate Notes may have endorsed thereon, in lieu of or in addition to the Owner Indenture Trustee's ’s certificate of authentication, an alternate alternative certificate of authentication in substantially the following form: “This is one of the Certificate referred to Notes described in the within-mentioned Trust Agreement. orBy:
Appears in 1 contract
Samples: Master Indenture (Compucredit Corp)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Investor Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Investor Certificates in connection with the issuance, delivery, registration of transfertransfer (if applicable), exchange or repayment of the CertificateInvestor Certificates; provided, that each such authenticating agent shall satisfy the conditions set forth in Section 8.02(a). Whenever reference is made in this Agreement to the authentication of the Certificate Investor Certificates by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency trust business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent; provided such institution satisfies the conditions set forth in Section 8.02(a).
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee. Upon the receipt by the Trustee of any such notice of resignation and upon the Depositorgiving of any such notice of termination by the Trustee, the Trustee shall immediately give notice of such resignation or termination to the Company.
(d) Any resignation of an authenticating agent shall not become effective until acceptance of appointment by the successor authenticating agent as provided in this Section 5.09. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositoragent. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or fail to satisfy the Depositorconditions set forth in Section 8.06, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. agent.
(e) Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent. No successor authenticating agent (other than an Affiliate of the Trustee) shall be appointed unless such authenticating agent (i) is reasonably acceptable to the Trustee and the Company and (ii) satisfies the conditions set forth in Section 8.02(a).
(df) The Depositor shall pay Company hereby agrees to provide the authenticating agent Trustee from time to time sufficient funds, on a timely basis and in accordance with and subject to Section 8.05, for the payment of any reasonable compensation payable to each authenticating agent for its services under this Section 3.65.09. The Trustee hereby agrees that, upon the receipt of such funds from the Company, it shall pay each authenticating agent such amounts.
(eg) The provisions of Sections 6.18.01, 6.38.02, 6.48.03, 6.6, 7.1 8.05 and 7.2 10.18 shall be applicable to any authenticating agent.
(fh) Pursuant to an appointment made under this Section 3.65.09, the Certificate Investor Certificates may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. or:
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. Whenever reference is made in this Agreement to the authentication authentications of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall must be subject acceptable to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an any authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper power or any further act on the part of the Owner Trustee or such authenticating agent.
(c) . An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and to the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositoragent. Any successor authenticating agent agent, upon acceptance of its appointment hereunder hereunder, shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) . No successor authenticating agent shall be appointed unless acceptable to the Owner Trustee and the Depositor. The Depositor shall agrees to pay the to each authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The Section. In the event the Owner Trustee acts as authenticating agent hereunder, the provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 Article V shall be applicable to any the Owner Trustee in such other capacity as authenticating agent.
(fc) Pursuant to an appointment made under this Section 3.6Section, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates described in the Trust Agreement referred to in herein. ----------------------------------- ----------------------------------- as Authenticating Agent for the within-mentioned Trust Agreement. orOwner Trustee, By _______________________________ Authorized Officer
Appears in 1 contract
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate in connection with the issuance, delivery, registration of transfer, exchange or repayment of the Certificate. Whenever reference is made in this Agreement to the authentication of the Certificate by the Owner Trustee or the Owner Trustee's ’s certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.6.
(e) The provisions of Sections 6.1, 6.3, 6.4, 6.6, 7.1 and 7.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.6, the Certificate may have endorsed thereon, in lieu of the Owner Trustee's ’s certificate of authentication, an alternate certificate of authentication in substantially the following form: This is the Certificate referred to in the within-mentioned Trust Agreement. orWilmington Trust Company not in its individual capacity but solely as Owner Trustee for the Target Credit Card Owner Trust 2005-1 Wilmington Trust Company not in its individual capacity but solely as Owner Trustee for the Target Credit Card Owner Trust 2005-1 By: Authenticating Agent By: By: Authorized Signatory Authorized Signatory
Appears in 1 contract
Samples: Trust Agreement (Target Credit Card Owner Trust 2005-1)
Authenticating Agent. (a) The Owner Trustee may appoint one or more authenticating agents with respect to the Certificate Certificates which shall be authorized to act on behalf of the Owner Trustee in authenticating the Certificate Certificates in connection with the issuance, delivery, registration of transfer, exchange or repayment of the CertificateCertificates. The Owner Trustee hereby appoints Chase as Authenticating Agent for the authentication of Certificates upon any registration of transfer or exchange of such Certificates. Whenever reference is made in this Agreement to the authentication of the Certificate Certificates by the Owner Trustee or the Owner Trustee's certificate of authentication, such reference shall be deemed to include authentication on behalf of the Owner Trustee by an authenticating agent and a certificate of authentication executed on behalf of the Owner Trustee by an authenticating agent. Each authenticating agent (other than Chase) shall be subject to acceptance by the Depositor.
(b) Any institution succeeding to the corporate agency business of an authenticating agent shall continue to be an authenticating agent without the execution or filing of any paper or any further act on the part of the Owner Trustee or such authenticating agent.
(c) An authenticating agent may at any time resign by giving written notice of resignation to the Owner Trustee and the Depositor. The Owner Trustee may at any time terminate the agency of an authenticating agent by giving notice of termination to such authenticating agent and to the Depositor. Upon receiving such a notice of resignation or upon such a termination, or in case at any time an authenticating agent shall cease to be acceptable to the Owner Trustee or the Depositor, the Owner Trustee promptly may appoint a successor authenticating agent with the consent of the Depositor. Any successor authenticating agent upon acceptance of its appointment hereunder shall become vested with all the rights, powers and duties of its predecessor hereunder, with like effect as if originally named as an authenticating agent.
(d) The Depositor shall pay the authenticating agent from time to time reasonable compensation for its services under this Section 3.63.13.
(e) The provisions of Sections 6.17.1, 6.37.3, 6.47.4, 6.67.6, 7.1 8.1 and 7.2 8.2 shall be applicable to any authenticating agent.
(f) Pursuant to an appointment made under this Section 3.63.13, the Certificate Certificates may have endorsed thereon, in lieu of the Owner Trustee's certificate of authentication, an alternate certificate of authentication in substantially the following form: This is one of the Certificate Certificates referred to in the within-within mentioned Trust Agreement. or--------------------------------------, as Owner Trustee By: -------------------------------------- Authorized Officer or -------------------------------------- as Authenticating Agent for the Owner Trustee, -------------------------------------- Authorized Officer
Appears in 1 contract
Samples: Trust Agreement (Chase Manhattan Auto Owner Trust 2001-B)
