Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date. (b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section. (c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Notwithstanding the provisions described above, from and after the date on which no Series issued prior to March 10, 1999, is outstanding, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above will not be required if all of the Accounts to be removed have liquidated and have zero balances.
Appears in 3 contracts
Samples: Series 2000 B Supplement (Carco Auto Loan Master Trust), Series Supplement (Carco Auto Loan Master Trust), Series Supplement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds collected in respect of the Receivables in a Collection Period will be available on or before the following Distribution Date.
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, but subject to the other limitations described in Section 4.03 of the Agreement, DCS need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(d) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller shall have may from time to time, at its discretion, and subject only to the right limitations specified in this paragraph, designate Additional Accounts to require the reassignment be added to it of all the Trust's right, title and interest in, . (Additional Accounts designated to and under be added to the Receivables then existing and thereafter created, all monies due or Trust in accordance with the provisions of this Section 9.01(d) are referred to become due and all amounts received with respect thereto and all proceeds thereof in or herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, the Trust shall purchase the Receivables in such Automatic Additional Accounts ("and such Automatic Removed Accounts"Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) designated by as of the Sellerclose of business on the applicable Additional Cut-Off Date, upon subject to the satisfaction of the following conditions: :
(ai) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional Cut-Off Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 2002-CC Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to DCS or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series or an early redemption date to occur with respect to any series of Notes;
(vi) on or before the fifth business day immediately preceding the date upon which such Accounts are each Addition Date with respect to be removedAutomatic Additional Accounts, the Seller shall have given delivered to the Trust, each Enhancement Provider Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Removal Notice specifying Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior which any such Receivables are added to the date that is five Business Days after the Automatic Removal DateTrust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche or written list containing a true and complete list of the related Automatic Removed Additional Accounts specifying for each such Account, as of the removal notice date, Account its account number number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(cviii) the Seller shall have represented delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and warranted (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of each Automatic Removal the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list of Automatic Removed Accounts delivered pursuant to clause (b) abovedescribed below is, as of the Automatic Removal applicable Additional Cut-Off Date, is true and complete in all material respects; . In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (di) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement. Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such removal will date shall not result have resulted in a reduction any applicable Rating Agency reducing or withdrawal of such Rating Agency's withdrawing its rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each . If such Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur confirmation with respect to any Series; Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(e) Each Holder of a Series 2002-CC Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a), 9.01(b), 9.01(c) and 9.01(d).
(f) Except for the conveyance hereunder to the Trustee and the transfer to the Indenture Trustee under the Indenture and the Indenture Supplements, the Seller shall will not sell, pledge, assign or transfer to any other Person any rights it might have delivered to funds on deposit in the Excess Funding Account or Investment Proceeds with respect thereto.
(g) Notwithstanding anything to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated contrary in Section 12.02(c) of the Automatic Removal Date, with respect to such removal. Notwithstanding the provisions described above, from and after the date on which no Series issued prior to March 10, 1999, is outstandingAgreement, the conditions specified in following shall be applicable to the Series 2002-CC Certificates: In the event that the Invested Amount is greater than zero on the Termination Date (a) that relate after giving effect to Enhancement Providers deposits and Rating Agencies and distributions otherwise to be made on the conditions specified in (dTermination Date), the Trustee will sell or cause to be sold on the Termination Date Receivables (eor interests therein) and (f) above will not be required if all in an amount equal to 110% of the Accounts Invested Amount on the Termination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be removed have liquidated and have zero balancesmade on the Distribution Date following such Determination Date); provided, however, that in no event shall such amount exceed the product of the Series 2002-CC Allocation Percentage (for the Collection Period in which the Termination Date occurs) of all the Receivables on the Termination Date. The proceeds (the "Termination Proceeds") from such sale shall be immediately deposited into the Collection Account for the benefit of the Series 2002-CC Certificateholders.
Appears in 2 contracts
Samples: Series Supplement Agreement (Daimlerchrysler Master Owner Trust), Series Supplement Agreement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Upon satisfaction of the above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from the Trust for all purposes.
(d) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CFC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and subject only to the limitations specified in this paragraph, designate Additional Accounts to be added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions described aboveof this Section 10.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, from the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional CutOff Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1997-1 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date on which any such Receivables are added to the Trust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche list containing a true and complete list of the related Automatic Additional Accounts specifying for each such Account its account number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(viii) the Seller shall have delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list described below is, as of the applicable Additional Cut-Off Date, true and complete in all material respects. In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (i) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such date shall not have resulted in any applicable Rating Agency reducing or withdrawing its rating of any outstanding Series or Class of Certificates. If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(f) Each Holder of a Series 1997-1 Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a) and 9.01(b), 9.01(c), 9.01(d) and 9.01(e), it being understood that no such amendment shall be effective unless and until each Series of Investor Certificates issued prior to March 10October 20, 1999, is outstanding1994 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement.
(g) Except for the conveyance hereunder to the Trustee, the conditions specified Seller will not sell, pledge, assign or transfer to any other Person any rights it might have to funds on deposit in the Reserve Fund, the Principal Funding Account, the Excess Funding Account or the Yield Supplement Account, or Investment Proceeds with respect thereto.
(ah) that relate Notwithstanding anything in the Agreement to Enhancement Providers the contrary, during the Controlled Amortization Period (through and Rating Agencies and including the conditions specified in (dFebruary 2004 Collection Period), (e) and (f) above will provided that CFC remains the Servicer, the Servicer need not be required if all make the daily deposits of Allocable Principal Collections in the Accounts to be removed have liquidated and have zero balancesCollection Account on any day on which the Pool Balance equals or exceeds the Required Participation Amount, but shall instead deposit Allocable Principal Collections for any Collection Period in the Collection Account on the related Distribution Date.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Notwithstanding Upon satisfaction of the provisions described aboveabove conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from and after the date on which no Series issued prior to March 10, 1999, is outstanding, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in Trust for all purposes.
(d)) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CCC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and (f) above will not be required if all of subject only to the limitations specified in this paragraph, designate Additional Accounts to be removed added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions of this Section 11.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have liquidated deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional Cut-Off Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1995-5 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC, CCC or the Seller shall have zero balances.occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds collected in respect of the Receivables in a Collection Period will be available on or before the following Distribution Date.
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, DCS need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(d) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller shall have may from time to time, at its discretion, and subject only to the right limitations specified in this paragraph, designate Additional Accounts to require the reassignment be added to it of all the Trust's right, title and interest in, . (Additional Accounts designated to and under be added to the Receivables then existing and thereafter created, all monies due or Trust in accordance with the provisions of this Section 9.01(d) are referred to become due and all amounts received with respect thereto and all proceeds thereof in or herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, the Trust shall purchase the Receivables in such Automatic Additional Accounts ("and such Automatic Removed Accounts"Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) designated by as of the Sellerclose of business on the applicable Additional Cut-Off Date, upon subject to the satisfaction of the following conditions: :
(ai) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional Cut-Off Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 2002-CC Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to DCS or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before the fifth business day immediately preceding the date upon which such Accounts are each Addition Date with respect to be removedAutomatic Additional Accounts, the Seller shall have given delivered to the Trust, each Enhancement Provider Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Removal Notice specifying Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior which any such Receivables are added to the date that is five Business Days after the Automatic Removal DateTrust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche or written list containing a true and complete list of the related Automatic Removed Additional Accounts specifying for each such Account, as of the removal notice date, Account its account number number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(cviii) the Seller shall have represented delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and warranted (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of each Automatic Removal the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list of Automatic Removed Accounts delivered pursuant to clause (b) abovedescribed below is, as of the Automatic Removal applicable Additional Cut-Off Date, is true and complete in all material respects; . In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (di) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement. Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such removal will date shall not result have resulted in a reduction any applicable Rating Agency reducing or withdrawal of such Rating Agency's withdrawing its rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each . If such Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur confirmation with respect to any Series; Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(e) Each Holder of a Series 2002-CC Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a), 9.01(b), 9.01(c) and 9.01(d).
(f) Except for the conveyance hereunder to the Trustee and the transfer to the Indenture Trustee under the Indenture and the Indenture Supplements, the Seller shall will not sell, pledge, assign or transfer to any other Person any rights it might have delivered to funds on deposit in the Excess Funding Account or Investment Proceeds with respect thereto.
(g) Notwithstanding anything to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated contrary in Section 12.02(c) of the Automatic Removal Date, with respect to such removal. Notwithstanding the provisions described above, from and after the date on which no Series issued prior to March 10, 1999, is outstandingAgreement, the conditions specified in following shall be applicable to the Series 2002-CC Certificates: In the event that the Invested Amount is greater than zero on the Termination Date (a) that relate after giving effect to Enhancement Providers deposits and Rating Agencies and distributions otherwise to be made on the conditions specified in (dTermination Date), the Trustee will sell or cause to be sold on the Termination Date Receivables (eor interests therein) and (f) above will not be required if all in an amount equal to 110% of the Accounts Invested Amount on the Termination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be removed have liquidated and have zero balancesmade on the Distribution Date following such Determination Date); provided, however, that in no event shall such amount exceed the product of the Series 2002-CC Allocation Percentage (for the Collection Period in which the Termination Date occurs) of all the Receivables on the Termination Date. The proceeds (the "Termination Proceeds") from such sale shall be immediately deposited into the Collection Account for the benefit of the Series 2002-CC Certificateholders.
Appears in 1 contract
Samples: Series 2002 Cc Supplement (Daimlerchrysler Wholesale Receivables LLC)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Notwithstanding the provisions described above, from and after the date on which no Series issued prior to March 10, 1999, is outstanding, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above will not be required if all of the Accounts to be removed have liquidated and have zero balances. Upon satisfaction of the above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from the Trust for all purposes.
(d) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CFC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and subject only to the limitations specified in this paragraph, designate Additional Accounts to be added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions of this Section 10.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional CutOff Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1999-1 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date on which any such Receivables are added to the Trust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche list containing a true and complete list of the related Automatic Additional Accounts specifying for each such Account its account number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(viii) the Seller shall have delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list described below is, as of the applicable Additional Cut-Off Date, true and complete in all material respects. In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (i) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such date shall not have resulted in any applicable Rating Agency reducing or withdrawing its rating of any outstanding Series or Class of Certificates. If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(f) Each Holder of a Series 1999-1 Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a) and 9.01(b), 9.01(c), 9.01(d) and 9.01(e), it being understood that no such amendment shall be effective unless and until (i) each Series of Investor Certificates issued prior to October 20, 1994 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement and (ii) with respect to the last sentence of Section 9.01(c), each Series of Investor Certificates issued prior to March 10, 1999 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement.
(g) Except for the conveyance hereunder to the Trustee, the Seller will not sell, pledge, assign or transfer to any other Person any rights it might have to funds on deposit in the Reserve Fund, the Principal Funding Account or the Excess Funding Account, or Investment Proceeds with respect thereto.
(h) Notwithstanding anything to the contrary in Section 12.02(c) of the Agreement, the following shall be applicable to the Series 1999-1 Certificates; In the event that the Class A-1 Invested Amount is greater than zero on the Class A-1 Termination Date (after giving effect to deposits and distributions otherwise to be made on the Class A-1 Termination Date), the Trustee will sell or cause to be sold on the Class A-1 Termination Date Receivables (or interests therein) in an amount equal to the sum of (i) 110% of the Class A-1 Invested Amount on the Class A-1 Termination Date (after giving effect to such deposits and distributions) and (ii) the product of the Available Subordinated Amount on the preceding Determination
Appears in 1 contract
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each 50 Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Upon satisfaction of the above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from the Trust for all purposes.
(d) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CFC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and subject only to the limitations specified in this paragraph, designate Additional Accounts to be added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions described aboveof this Section 10.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, from the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional Cut-Off Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1996-1 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date on which any such Receivables are added to the Trust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche list containing a true and complete list of the related Automatic Additional Accounts specifying for each such Account its account number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(viii) the Seller shall have delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list described below is, as of the applicable Additional Cut-Off Date, true and complete in all material respects. In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (i) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such date shall not have resulted in any applicable Rating Agency reducing or withdrawing its rating of any outstanding Series or Class of Certificates. If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(f) Each Holder of a Series 1996-1 Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 10.01(a) and 10.01(b), 10.01(c), 10.01(d) and 10.01(e), it being understood that no such amendment shall be effective unless and until each Series of Investor Certificates issued prior to March 10October 20, 1999, is outstanding1994 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement.
(g) Except for the conveyance hereunder to the Trustee, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above Seller will not be required if all of sell, pledge, assign or transfer to any other Person any rights it might have to funds on deposit in the Accounts to be removed have liquidated and have zero balancesReserve Fund, the Principal Funding Account, the Excess Funding Account or the Yield Supplement Account, or Investment Proceeds with respect thereto.
Appears in 1 contract
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: :
(a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Notwithstanding the provisions described above, from and after the date on which no Series issued prior to March 10, 1999, is outstanding, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above will not be required if all Upon satisfaction of the Accounts above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed have liquidated and have zero balancesfrom the Trust for all purposes.
Appears in 1 contract
Samples: Pooling and Servicing Agreement Supplement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Upon satisfaction of the above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from the Trust for all purposes.
(d) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CFC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and subject only to the limitations specified in this paragraph, designate Additional Accounts to be added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions described aboveof this Section 10.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, from the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional CutOff Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1996-2 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date on which any such Receivables are added to the Trust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche list containing a true and complete list of the related Automatic Additional Accounts specifying for each such Account its account number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(viii) the Seller shall have delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list described below is, as of the applicable Additional Cut-Off Date, true and complete in all material respects. In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (i) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such date shall not have resulted in any applicable Rating Agency reducing or withdrawing its rating of any outstanding Series or Class of Certificates. If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(f) Each Holder of a Series 1996-2 Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a) and 9.01(b), 9.01(c), 9.01(d) and 9.01(e), it being understood that no such amendment shall be effective unless and until each Series of Investor Certificates issued prior to March 10October 20, 1999, is outstanding1994 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement.
(g) Except for the conveyance hereunder to the Trustee, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above Seller will not be required if all of sell, pledge, assign or transfer to any other Person any rights it might have to funds on deposit in the Accounts to be removed have liquidated and have zero balancesReserve Fund, the Principal Funding Account, the Excess Funding Account or the Yield Supplement Account, or Investment Proceeds with respect thereto.
Appears in 1 contract
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds will be available on or before the following Distribution Date).
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, the Seller shall have the right to require the reassignment to it of all the Trust's right, title and interest in, to and under the Receivables then existing and thereafter created, all monies due or to become due and all amounts received with respect thereto and all proceeds thereof in or with respect to the Accounts ("Automatic Removed Accounts") designated by the Seller, upon satisfaction of the following conditions: (a) on or before the fifth business day immediately preceding the date upon which such Accounts are to be removed, the Seller shall have given the Trust, each Enhancement Provider and the Rating Agencies a Removal Notice specifying the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior to the date that is five Business Days after the Automatic Removal Date, the Seller shall have delivered to the Trustee a computer file or microfiche or written list containing a true and complete list of the Automatic Removed Accounts specifying for each such Account, as of the removal notice date, its account number and the aggregate amount of Receivables outstanding in such Account; (c) the Seller shall have represented and warranted as of each Automatic Removal Date that the list of Automatic Removed Accounts delivered pursuant to clause (b) above, as of the Automatic Removal Date, is true and complete in all material respects; (d) the Trustee shall have received confirmation from each Rating Agency that such removal will not result in a reduction or withdrawal of such Rating Agency's rating of any outstanding Series or Class of Certificates; (e) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers an officers' certificate, dated the Automatic Removal Date, to the effect that the Seller reasonably believes that such removal will not cause an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated the Automatic Removal Date, with respect to such removal. Upon satisfaction of the above conditions, on the Automatic Removal Date all the right, title and interest of the Trust in and to the Receivables arising in the Automatic Removed Accounts, all monies due and to become due and all amounts received with respect thereto and all proceeds thereof shall be deemed removed from the Trust for all purposes.
(d) Notwithstanding anything to the contrary herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, CFC need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(e) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller may from time to time, at its discretion, and subject only to the limitations specified in this paragraph, designate Additional Accounts to be added to the Trust. (Additional Accounts designated to be added to the Trust in accordance with the provisions described aboveof this Section 10.01(e) are referred to herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, from the Trust shall purchase the Receivables in such Automatic Additional Accounts (and such Automatic Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) as of the close of business on the applicable Additional Cut-Off Date, subject to the satisfaction of the following conditions:
(i) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional CutOff Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 1998-1 Certificateholders were used in selecting such Automatic Additional Accounts;
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to CFC or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before each Addition Date with respect to Automatic Additional Accounts, the Seller shall have delivered to the Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date on which any such Receivables are added to the Trust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche list containing a true and complete list of the related Automatic Additional Accounts specifying for each such Account its account number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(viii) the Seller shall have delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list described below is, as of the applicable Additional Cut-Off Date, true and complete in all material respects. In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (i) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such date shall not have resulted in any applicable Rating Agency reducing or withdrawing its rating of any outstanding Series or Class of Certificates. If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(f) Each Holder of a Series 1998-1 Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Agreement that incorporates the provisions of Sections 9.01(a) and 9.01(b), 9.01(c), 9.01(d) and 9.01(e), it being understood that no such amendment shall be effective unless and until each Series of Investor Certificates issued prior to March 10October 20, 1999, is outstanding1994 shall no longer be outstanding or shall have consented to such amendment in accordance with the Agreement.
(g) Except for the conveyance hereunder to the Trustee, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (e) and (f) above Seller will not be required if all sell, pledge, assign or transfer to any other Person any rights it might have to funds on deposit in the Reserve Fund, the Principal Funding Account, the Excess Funding Account or the Yield Supplement Account, or Investment Proceeds with respect thereto.
(h) Notwithstanding anything to the contrary in Section 12.02(c) of the Accounts Agreement, the following shall be applicable to be removed have liquidated and have zero balances.the Series 1998-1 Certificates;
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Carco Auto Loan Master Trust)
Certain Permitted Actions; Amendments to the Agreement; Additional Covenants. (a) Notwithstanding anything to the contrary in the Agreement, funds on deposit in the Collection Account may be invested in any Eligible Investments (as that term is defined in this Series Supplement) that will mature so that funds collected in respect of the Receivables in a Collection Period will be available on or before the following Distribution Date.
(b) Notwithstanding anything to the contrary in the Agreement, including Section 2.07(c) thereof, the Seller shall not be required to make any deposit to the Collection Account in respect of the Repurchased Receivables Price of any receivables repurchased by the Seller from the Trust pursuant to such Section.
(c) Notwithstanding anything to the contrary contained herein or in the Agreement, subject to the other limitations described in Section 4.03 of the Agreement, DCS need not deposit collections with respect to any Collection Period in the Collection Account until the related Distribution Date.
(d) Unless otherwise agreed to by the Rating Agencies, notwithstanding anything to the contrary herein or in the Agreement, the Seller shall have may from time to time, at its discretion, and subject only to the right limitations specified in this paragraph, designate Additional Accounts to require the reassignment be added to it of all the Trust's right, title and interest in, . (Additional Accounts designated to and under be added to the Receivables then existing and thereafter created, all monies due or Trust in accordance with the provisions of this Section 10.01(e) are referred to become due and all amounts received with respect thereto and all proceeds thereof in or herein as "Automatic Additional Accounts".) On the Addition Date with respect to any Automatic Additional Accounts, the Trust shall purchase the Receivables in such Automatic Additional Accounts ("and such Automatic Removed Accounts"Additional Accounts shall be deemed to be Accounts for purposes of the Agreement) designated by as of the Sellerclose of business on the applicable Additional Cut-Off Date, upon subject to the satisfaction of the following conditions: :
(ai) such Automatic Additional Accounts shall be Eligible Accounts;
(ii) the Seller shall, to the extent required by Section 4.03 of the Agreement, have deposited in the Collection Account all Collections with respect to such Automatic Additional Accounts since the Additional Cut-Off Date;
(iii) no selection procedures believed by the Seller to be adverse to the interests of the Series 2001-A Certificateholders were used in selecting such Automatic Additional Accounts,
(iv) as of each of the Additional Cut-Off Date and the Addition Date, no Insolvency Event with respect to DCS or the Seller shall have occurred nor shall the transfer of the Receivables arising in the Automatic Additional Accounts to the Trust have been made in contemplation of the occurrence thereof;
(v) the addition of the Receivables arising in the Automatic Additional Accounts shall not cause an early amortization event or any event that, after the giving of notice or the lapse of time, would constitute a early amortization event to occur with respect to any Series;
(vi) on or before the fifth business day immediately preceding the date upon which such Accounts are each Addition Date with respect to be removedAutomatic Additional Accounts, the Seller shall have given delivered to the Trust, each Enhancement Provider Trustee and the Rating Agencies (A) an Opinion of Counsel with respect to the Receivables in the Automatic Additional Accounts substantially in the form of Exhibit G-2 to the Agreement and (B) a Removal Notice specifying Tax Opinion with respect to such addition;
(vii) within ten Business Days of the date for removal of the Automatic Removed Accounts (the "Automatic Removal Date"); (b) on or prior which any such Receivables are added to the date that is five Business Days after the Automatic Removal DateTrust, the Seller shall have delivered to the Trustee a written assignment and a computer file or a microfiche or written list containing a true and complete list of the related Automatic Removed Additional Accounts specifying for each such Account, as of the removal notice date, Account its account number number, the collection status, the aggregate amount outstanding in such Account and the aggregate amount of Principal Receivables outstanding in such Account; and
(cviii) the Seller shall have represented delivered to the Trustee an Officer's Certificate of the Seller, dated the Addition Date, to the effect that conditions (i) through (v) and warranted (vii) above have been satisfied. The Seller hereby represents and warrants to the Trust as of each Automatic Removal the related Addition Date as to the matters relating to it set forth in paragraphs (iii) and (iv) above and that the file or list of Automatic Removed Accounts delivered pursuant to clause (b) abovedescribed below is, as of the Automatic Removal applicable Additional Cut-Off Date, is true and complete in all material respects; . In connection with the designation of Automatic Additional Account to be added to the Trust, the Seller shall deliver to the Trustee (di) the computer file or microfiche list required to be delivered pursuant to Section 2.01 of the Agreement with respect to such Automatic Additional Accounts and (ii) a duly executed, written Assignment (including an acceptance by the Trustee for the benefit of the Certificateholders), substantially in the form of Exhibit B to the Agreement (the "Assignment"). Unless each Rating Agency otherwise consents, the number of Automatic Additional Accounts added to the Trust with respect to any of the three consecutive Collection Periods beginning in January, April, July and October of each calendar year shall not exceed 8% of the number of Accounts as of the first day of the calendar year during which such Collection Periods commence and the number of Automatic Additional Accounts designated during any such calendar year shall not exceed 20% of the number of Accounts as of the first day of such calendar year. On or before the first business day of each Collection Period beginning in January, April, July and October of each calendar year, the Seller shall have requested and obtained notification from each Rating Agency of any limitations to the right of the Seller to designate Eligible Accounts as Automatic Additional Accounts during any period which includes such Collection Period. To the extent that Automatic Additional Accounts have been added to the Trust during the three consecutive Collection Periods. ending in the calendar month prior to such date, on or before January 31, April 30, July 31, October 31 of each calendar year, the Trustee shall have received confirmation from each Rating Agency that the addition of all Automatic Additional Accounts included as Accounts during the three consecutive Collection Periods ending in the calendar month prior to such removal will date shall not result have resulted in a reduction any applicable Rating Agency reducing or withdrawal of such Rating Agency's withdrawing its rating of any outstanding Series or Class of Certificates; . If such Rating Agency confirmation with respect to any Automatic Additional Accounts is not so received, such Automatic Additional Accounts will be removed from the Trust.
(e) Each Holder of a Series 2001-A Certificate, by such Holder's acceptance thereof, will be deemed to have consented to an amendment to the Seller shall have delivered Agreement that incorporates the provisions of Sections 9.01(a), 9.01(b), 9.01(c) and 9.01(d).
(f) Except for the conveyance hereunder to the Trustee, each Rating Agency and the Seller will not sell, pledge, assign or transfer to any Enhancement Providers an officers' certificateother Person any rights it might have to funds on deposit in the Reserve Fund, dated the Automatic Removal DatePrincipal Funding Account, the Excess Funding Account or the Yield Supplement Account, or Investment Proceeds with respect thereto.
(g) Notwithstanding anything to the effect contrary in Section 12.02(c) of the Agreement, the following shall be applicable to the Series 2001-A Certificates: In the event that the Seller reasonably believes that such removal Invested Amount is greater than zero on the Termination Date (after giving effect to deposits and distributions otherwise to be made on the Termination Date), the Trustee will not sell or cause to be sold on the Termination Date Receivables (or interests therein) in an early amortization event to occur with respect to any Series; and (f) the Seller shall have delivered amount equal to the Trustee, each Rating Agency and any Enhancement Providers a Tax Opinion, dated sum of (i) 110% of the Automatic Removal Date, with respect Invested Amount on the Termination Date (after giving effect to such removal. Notwithstanding the provisions described above, from deposits and after the date on which no Series issued prior to March 10, 1999, is outstanding, the conditions specified in (a) that relate to Enhancement Providers and Rating Agencies and the conditions specified in (d), (edistributions) and (fii) above will not the Available Subordinated Amount on the preceding Determination Date (after giving effect to the allocations, distributions, withdrawals and deposits to be required if all made on the Distribution Date following such Determination Date); provided , however, that in no event shall such amount exceed the product of the Accounts to Series 2001-A Allocation Percentage (for the Collection Period in which the Termination Date occurs) of Receivables on the Termination Date. The proceeds (the "Termination Proceeds") from such sale shall be removed have liquidated and have zero balancesimmediately deposited into the Collection Account for the benefit of the Series 2001-A Certificateholders.
Appears in 1 contract
Samples: Series 2001 a Supplement (Daimlerchrysler Wholesale Receivables LLC)
