Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall: (i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided; (ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates; (iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent; (iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment; (v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and (vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement. (b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise. (c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 26 contracts
Samples: Trust Agreement (Imh Assets Corp Impact CMB Trust Series 2002-7), Trust Agreement (Impac CMB Trust Collaterlized Ab Bond Series 2003-3), Trust Agreement (Imh Assets Corp)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Trust Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders each Certificateholder from the Certificate Distribution Collection Account on behalf pursuant to Section 4.02 hereof and Sections 5.08 and 6.02 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Collection Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Trust Administrator has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National the Trust Company Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of each Certificateholder entitled thereto until such sums shall be paid to such Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Trust Administrator also in its role as Certificate Paying Agent for so long as the Trust Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 16 contracts
Samples: Trust Agreement (Fieldstone Mortgage Investment CORP), Trust Agreement (SunTrust Mortgage Securitization, LLC), Trust Agreement (Aames Mortgage Investment Trust 2006-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee and the Enhancer; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 11 contracts
Samples: Trust Agreement (GMACM Home Equity Loan Trust 2006-He2), Trust Agreement (GMACM Home Equity Loan Trust 2006-He1), Trust Agreement (GMACM Home Equity Loan Trust 2007-He2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust Issuer hereby appoints Deutsche Bank National Computershare Trust Company as Certificate Paying Agent Agent, and Deutsche Bank National Computershare Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shallwill:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall will be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Delaware Trustee and the Certificateholders notice of any default by the Trust Issuer of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificates (unless they are the same Person, in which case such notice will not be required);
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Administrator, forthwith pay to the Owner Trustee Certificateholders on behalf of the Trust Issuer all sums so held in Trust trust by such Certificate Paying AgentAgent following payment or reasonable provision for the payment of all claims and obligations of the Issuer in accordance with Section 3808 of the Statutory Trust Act;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall will immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee successor Certificate Paying Agent on behalf of the Trust Issuer all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet be Indenture Trustee under the standards Indenture or if at any time it fails to fulfill its obligations under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentAgreement;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust Trustor may revoke such power and remove the Certificate Paying Agent by delivery of notice thereto if it determines in its sole reasonable discretion that the Certificate Paying Agent shall have has failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be If the Certificate Paying Agent is no longer the Indenture Trustee, it will be deemed immediately to resign. In the event the Certificate Paying Agent is deemed to resign or is removed under this Trust Agreement and Paying Agent under the IndentureAgreement, the Owner Trustee shall Trustor will appoint a successor Certificate Paying Agent (which will be a bank or trust company). If no successor Certificate Paying Agent is appointed within 60 days after such deemed resignation or removal, then the outgoing Certificate Paying Agent may petition any court of competent jurisdiction for the appointment of a successor Certificate Paying Agent, and all reasonable costs associated with such petition (including without limitation all reasonable legal fees incurred by it related thereto) shall be paid by the Trustor. Pending appointment pursuant to the preceding sentences, the outgoing Certificate Paying Agent shall continue to act as Certificate Paying Agent (which shall be until a bank or trust company) successor has been appointed and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor has executed and delivered to the Delaware Trustee, the outgoing Certificate Paying Agent or any additional Certificate Paying Agent appointed by and the Owner Trustee to execute and deliver to the Owner Trustee Trustor an instrument to the effect set forth in Section 3.10(aaccepting such appointment.
(c) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall will return all unclaimed funds to the Trust Issuer and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall will also return all funds in its possession to the TrustIssuer. The provisions of Sections 6.017.01, 6.047.02, 6.05, 6.06, 6.07, 6.08 7.05 and 7.01 shall 7.08 will apply to the Certificate Paying Agent Agent, mutatis mutandis, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall will include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 9 contracts
Samples: Trust Agreement, Trust Agreement, Trust Agreement
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 6.02 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;; and
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Ownership Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; andprovided, however, that with respect to reporting requirements applicable to original issue discount, the accrual of market discount or the amortization of premium on the Ownership Certificate, the Securities Administrator shall have first provided the calculations pertaining thereto and the amount of any resulting withholding taxes to the Securities Administrator and the Certificate Paying Agent.
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 8 contracts
Samples: Trust Agreement (Homebanc Corp), Trust Agreement (Homebanc Corp), Trust Agreement (HomeBanc Mortgage Trust 2006-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company __________________ as Certificate Paying Agent and Deutsche Bank National Trust Company _________________ hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) On the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period, the Certificate Paying Agent shall determine LIBOR and the Certificate Rate for such Interest Period and shall inform the Servicer and the Depositor at their respective facsimile numbers given to the Certificate Paying Agent in writing thereof.
(c) The Trust may revoke such power and remove the Certificate Paying Agent if it the Administrator determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. __________________ shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided ________________ is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company ___________________ shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Administrator shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee Administrator shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(cd) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall shall, deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of principal of and interest on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 8 contracts
Samples: Trust Agreement (Opteum Mortgage Acceptance CORP), Trust Agreement (MortgageIT Securities Corp.), Trust Agreement (WaMu Asset Acceptance Corp.)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust Issuer hereby appoints Deutsche Bank National Trust Company Citibank as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company Citibank hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shallwill:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall will be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Delaware Trustee and the Certificateholders notice of any default by the Trust Issuer of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificates (unless they are the same Person, in which case such notice will not be required);
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Administrator, forthwith pay to the Owner Trustee Certificateholders on behalf of the Trust Issuer all sums so held in Trust trust by such Certificate Paying AgentAgent following payment or reasonable provision for the payment of all claims and obligations of the Issuer in accordance with Section 3808 of the Statutory Trust Act;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall will immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee successor Certificate Paying Agent on behalf of the Trust Issuer all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet be Indenture Trustee under the standards Indenture or if at any time it fails to fulfill its obligations under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentAgreement;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust Trustor may revoke such power and remove the Certificate Paying Agent by delivery of notice thereto if it determines in its sole reasonable discretion that the Certificate Paying Agent shall have has failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be If the Certificate Paying Agent is no longer the Indenture Trustee, it will be deemed immediately to resign. In the event the Certificate Paying Agent is deemed to resign or is removed under this Trust Agreement and Paying Agent under the IndentureAgreement, the Owner Trustee shall Trustor will appoint a successor Certificate Paying Agent (which will be a bank or trust company). If no successor Certificate Paying Agent is appointed within 60 days after such deemed resignation or removal, then the outgoing Certificate Paying Agent may petition any court of competent jurisdiction for the appointment of a successor Certificate Paying Agent, and all reasonable costs associated with such petition (including without limitation all reasonable legal fees incurred by it related thereto) shall be paid by the Trustor. Pending appointment pursuant to the preceding sentences, the outgoing Certificate Paying Agent shall continue to act as Certificate Paying Agent (which shall be until a bank or trust company) successor has been appointed and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor has executed and delivered to the Delaware Trustee, the outgoing Certificate Paying Agent or any additional Certificate Paying Agent appointed by and the Owner Trustee to execute and deliver to the Owner Trustee Trustor an instrument to the effect set forth in Section 3.10(aaccepting such appointment.
(c) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall will return all unclaimed funds to the Trust Issuer and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall will also return all funds in its possession to the TrustIssuer. The provisions of Sections 6.017.01, 6.047.02, 6.05, 6.06, 6.07, 6.08 7.05 and 7.01 shall 7.08 will apply to the Certificate Paying Agent Agent, mutatis mutandis, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall will include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 6 contracts
Samples: Trust Agreement, Trust Agreement, Trust Agreement
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 5.02 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche LaSalle Bank National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Trust shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trust to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 5.02 hereof. The funds in the Certificate Distribution Account shall be held uninvested. The Certificate Distribution Account may be a subaccount of the Payment Account.
Appears in 5 contracts
Samples: Trust Agreement (SACO I Trust 2006-12), Trust Agreement (Bear Stearns Second Lien Trust 2007-1), Trust Agreement (SACO I Trust 2006-1)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 4.1 of the Trust in accordance with Sale and Servicing Agreement and shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge Actual Knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Trust Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, at the written direction of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 (except with respect to the proviso in the last sentence of Section 7.02) shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Sale and Servicing Agreement unless (i) the Indenture Trustee resigns or is removed as Indenture Trustee or (ii) an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent with respect to payments made pursuant to shall resign and the Indenture. The Certificate Paying Agent Owner Trustee, at the written direction of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 5 contracts
Samples: Trust Agreement (Saxon Asset Securities Trust 2005-1), Trust Agreement (Saxon Asset Securities Trust 2004-3), Trust Agreement (Saxon Asset Securities Trust 2004-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 7.01 and 7.01 7.02 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of Certificate Distribution Amounts on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (RFMSII Series 2006-Hsa2 Trust), Trust Agreement (Home Equity Loan Trust 2006-Hsa4), Trust Agreement (Home Equity Loan Trust 2007-Hsa3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (New Century Home Equity Loan Trust 2006-S1), Trust Agreement (New Century Home Equity Loan Trust 2005-4), Trust Agreement (New Century Home Equity Loan Trust 2005-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (Argent Securities Inc), Trust Agreement (New Century Mort Sec Inc Home Equity Loan Trust 2003 6), Trust Agreement (New Century Home Equity Loan Trust 2004-1)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders each Certificateholder from the Certificate Distribution Collection Account on behalf pursuant to Section 4.1 hereof and the Transfer and Servicing Agreement and, upon request, shall report the amounts of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Collection Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge Actual Knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 3.8 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholder entitled thereto until such sums shall be paid to the Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.015.3, 6.045.4, 6.056.1, 6.066.5, 6.076.7, 6.08 6.8, 6.10, 6.11, 7.1 and 7.01 7.2 shall apply to the Securities Administrator also in its role as Certificate Paying Agent and Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Owner Trust Agreement (FBR Securitization Trust 2005-4), Owner Trust Agreement (FBR Securitization, Inc.), Owner Trust Agreement (FBR Securitization Trust 2005-3)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and, upon request, shall report the amounts of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Sale and Servicing Agreement unless an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent shall resign and the Owner Trustee, with respect to payments made pursuant to the Indenture. The Certificate Paying Agent consent of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 5 contracts
Samples: Trust Agreement (IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2006-H4), Trust Agreement (Indymac MBS Inc), Trust Agreement (IndyMac Home Equity Mortgage Loan Asset-Backed Trust, Series 2007-H1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Bankers Trust Company of California, N.A. as Certificate Paying Agent and Deutsche Bank National Bankers Trust Company of California, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Bankers Trust Company of California, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (Imh Assets Corp), Trust Agreement (Imh Assets Corp), Trust Agreement (Imh Assets Corp)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 4.1 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (Aegis Asset Backed Securities Trust 2005-1), Trust Agreement (Aegis Asset Backed Securities Trust 2004-6), Trust Agreement (Aegis Asset Backed Securities Corp)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and this Agreement, including Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Wxxxx Fargo Bank, N.A. as Certificate Paying Agent and Deutsche Bank National Trust Company Wxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Securities Administrator except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Wxxxx Fargo Bank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply mutatis mutandis to the Certificate Paying Agent to the extent applicableAgent. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 5 contracts
Samples: Trust Agreement (Renaissance Home Equity Loan Trust 2006-3), Trust Agreement (Renaissance Home Equity Loan Trust 2006-1, Home Equity Loan Asset-Backed Notes, Series 2006-1), Trust Agreement (Renaissance Home Equity Loan Trust 2006-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-co- paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of Certificate Distribution Amounts on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 4 contracts
Samples: Trust Agreement (Residential Funding Mortgage Securities Ii Inc), Trust Agreement (Residential Funding Mortgage Securities Ii Inc), Trust Agreement (Home Loan Trust 2004-Hi2)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 4.1 of the Trust in accordance with Sale and Servicing Agreement and shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge Actual Knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, at the written direction of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 (except with respect to the proviso in the last sentence of Section 7.02) shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Sale and Servicing Agreement unless (i) the Indenture Trustee resigns or is removed as Indenture Trustee or (ii) an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent with respect to payments made pursuant to shall resign and the Indenture. The Certificate Paying Agent Owner Trustee, at the written direction of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 4 contracts
Samples: Trust Agreement (Sast 2006-3), Trust Agreement (Saxon Asset Securities Co), Trust Agreement (Saxon Asset Securities Trust 2005-3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and this Agreement, including Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent and Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Securities Administrator except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply mutatis mutandis to the Certificate Paying Agent to the extent applicableAgent. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 4 contracts
Samples: Trust Agreement (Renaissance Home Equity Loan Trust 2007-1), Trust Agreement (Renaissance Home Equity Loan Trust 2006-4), Trust Agreement (Renaissance Home Equity Loan Trust 2005-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank Wxxxx Fargo Bank, National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 4 contracts
Samples: Trust Agreement (MORTGAGEIT TRUST 2005-3, Mortgage-Backed Notes, Series 2005-3), Trust Agreement (MortgageIT Trust 2005-5, Mortgage-Backed Notes, Series 2005-5), Trust Agreement (MORTGAGEIT TRUST 2005-4, Mortgage-Backed Notes, Series 2005-4)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 4.05 of the Trust in accordance with Sale and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Ownership Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the Ownership Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Ownership Certificates if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Ownership Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holders entitled thereto until such sums shall be paid to such Holders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The . Notwithstanding anything herein to the contrary, if the Securities Administrator resigns or is removed as Securities Administrator and such Securities Administrator is the same entity as the Certificate Registrar and the Certificate Paying Agent shall establish Agent, the Certificate Registrar and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on resign and the same day as it is received from the Indenture Owner Trustee, each remittance received by at the written direction of the Depositor, shall appoint a successor Certificate Registrar and Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereofAgent.
Appears in 4 contracts
Samples: Trust Agreement (Thornburg Mortgage Securities Trust 2007-1), Trust Agreement (Thornburg Mortgage Securities Corp), Trust Agreement (Thornburg Mortgage Securities Trust 2007-2)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Trust Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders each Certificateholder from the Certificate Distribution Collection Account on behalf pursuant to Section 4.02 hereof and Sections 5.08 and 6.02 of the Trust in accordance with Sale and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Collection Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Trust Administrator has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National the Trust Company Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of each Certificateholder entitled thereto until such sums shall be paid to such Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Trust Administrator also in its role as Certificate Paying Agent for so long as the Trust Administrator shall act as Certificate Paying Agent and, to the extent applicable. Any reference in this Agreement , to the any other Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.appointed
Appears in 4 contracts
Samples: Trust Agreement (Cwabs Inc), Trust Agreement (Cwalt Inc), Trust Agreement (CWMBS Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Trustee Collection Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from any payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant for distribution to Section 3.05 of the IndentureCertificateholders. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer it has actual knowledge, or of the Certificate Paying Agent has actual knowledge Indenture Trustee, in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate, if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the Report to Noteholders prepared with this Trust respect to each Payment Date pursuant to Section 4.01 of the Sale and Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided, that the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (Agent, which shall be a bank or trust company) company and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust Trust; and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent Agent, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent agent, unless the context requires otherwiseotherwise requires.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 4 contracts
Samples: Trust Agreement (Irwin Whole Loan Home Equity Trust 2005-A), Trust Agreement (Bear Stearns Asset Backed Securities Inc), Trust Agreement (Bear Stearns Asset Backed Securities I LLC)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust Issuer hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company hereby Xxxxx Fargo Bank, N.A. xxxxxx accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shallwill:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall will be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Delaware Trustee and the Certificateholders notice of any default by the Trust Issuer of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificates (unless they are the same Person, in which case such notice will not be required);
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Administrator, forthwith pay to the Owner Trustee Certificateholders on behalf of the Trust Issuer all sums so held in Trust trust by such Certificate Paying AgentAgent following payment or reasonable provision for the payment of all claims and obligations of the Issuer in accordance with Section 3808 of the Statutory Trust Act;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall will immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee successor Certificate Paying Agent on behalf of the Trust Issuer all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet be Indenture Trustee under the standards Indenture or if at any time it fails to fulfill its obligations under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentAgreement;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust Trustor may revoke such power and remove the Certificate Paying Agent by delivery of notice thereto if it determines in its sole reasonable discretion that the Certificate Paying Agent shall have has failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be If the Certificate Paying Agent is no longer the Indenture Trustee, it will be deemed immediately to resign. In the event the Certificate Paying Agent is deemed to resign or is removed under this Trust Agreement and Paying Agent under the IndentureAgreement, the Owner Trustee shall Trustor will appoint a successor Certificate Paying Agent (which will be a bank or trust company). If no successor Certificate Paying Agent is appointed within 60 days after such deemed resignation or removal, then the outgoing Certificate Paying Agent may petition any court of competent jurisdiction for the appointment of a successor Certificate Paying Agent, and all reasonable costs associated with such petition (including without limitation all reasonable legal fees incurred by it related thereto) shall be paid by the Trustor. Pending appointment pursuant to the preceding sentences, the outgoing Certificate Paying Agent shall continue to act as Certificate Paying Agent (which shall be until a bank or trust company) successor has been appointed and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor has executed and delivered to the Delaware Trustee, the outgoing Certificate Paying Agent or any additional Certificate Paying Agent appointed by and the Owner Trustee to execute and deliver to the Owner Trustee Trustor an instrument to the effect set forth in Section 3.10(aaccepting such appointment.
(c) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall will return all unclaimed funds to the Trust Issuer and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall will also return all funds in its possession to the TrustIssuer. The provisions of Sections 6.017.01, 6.047.02, 6.05, 6.06, 6.07, 6.08 7.05 and 7.01 shall 7.08 will apply to the Certificate Paying Agent Agent, mutatis mutandis, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall will include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement, Trust Agreement, Trust Agreement
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and the statement for such Payment Date provided by the Securities Administrator, in accordance with Section 5.01 7.05 of the Indenture hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) . The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Funds in the Certificate Distribution Account shall not be invested. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement (American Home Mortgage Investment Trust 2005-4), Trust Agreement (American Home Mortgage Investment Trust 2005-4), Trust Agreement (American Home Mortgage Investment Trust 2005-3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent (the "Certificate Paying Agent") and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The successor Certificate Paying Agent shall covenant and agree that it will not at any time institute against the Depositor or the Trust, or join in any institution against the Depositor or the Trust of, any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations with respect to any Certificate, this Trust Agreement or any of the other Basic Documents. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of Certificate Distribution Amounts on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement (Home Loan Trust 2006-Hi3), Trust Agreement (Home Loan Trust 2006-Hi2), Trust Agreement (Home Loan Trust 2006-Hi4)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Paying Agent pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Paying Agent as the Certificate Paying Agent. The Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to act as Paying Agent under the Indenture or meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentappointment under the Indenture;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against make available to the Issuer in connection Owner Trustee a copy of the Servicing Certificate prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Paying Agent shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee and the Enhancer; provided, however, that the Paying Agent is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Paying Agent shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.14 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Servicer, the Indenture TrusteeTrustee or Paying Agent, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the IndentureIndenture or the Servicing Agreement. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature or be payable on demand on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account, except that an amount equal to one day's interest on any such investment shall be for the benefit of the Certificate Paying Agent. A portion of any losses incurred in respect of any such investments shall be deposited in the Distribution Account by the Certificate Paying Agent out of its own funds immediately as realized in an amount such that the percentage of any such loss allocated to the Certificate Paying Agent shall equal a fraction, the numerator of which equals one (1) and the denominator of which equals the number of days the funds in the Distribution Account were invested in such investment. The remainder of any such losses shall be charged against the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement (Wachovia Asset Sec Series 2004 - HE1), Trust Agreement (Wachovia Mortgage Loan Trust, LLC), Trust Agreement (Wachovia Asset Funding Trust, LLC)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 5.07 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Transfer and Servicing Agreement unless an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent shall resign and the Owner Trustee, with respect to payments made pursuant to the Indenture. The Certificate Paying Agent consent of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 3 contracts
Samples: Trust Agreement (Sasco Mortgage Loan Trust Series 2004-Gel2), Trust Agreement (SASCO Mortgage Loan Trust 2004-Gel3), Trust Agreement (Sasco Mortgage Loan Trust Series 2003-Gel1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Agent, except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards required under this Section 3.10 required 3.09 to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank Xxxxx Fargo Bank, National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) hereof as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 3 contracts
Samples: Trust Agreement (Peoples Choice Home Loan Securities Trust Series 2005-2), Trust Agreement (Peoples Choice Home Loan Securities Trust Series 2005-3), Trust Agreement (Peoples Choice Home Loan Securities Trust Series 2005-4)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself itself, on behalf of the Certificateholders, a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement (Imh Assets Corp., Collateralized Asset-Backed Bonds, Series 2005-7), Trust Agreement (IMPAC CMB Trust Series 2005-5), Trust Agreement (IMPAC CMB Trust Series 2005-5)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company __________________ as Certificate Paying Agent and Deutsche Bank National Trust Company _________________ hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) On the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period, the Certificate Paying Agent shall determine LIBOR and the Certificate Rate for such Interest Period and shall inform the Servicer and the Depositor at their respective facsimile numbers given to the Certificate Paying Agent in writing thereof.
(c) The Trust may revoke such power and remove the Certificate Paying Agent if it the Administrator determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. __________________ shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided ________________ is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company ___________________ shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Administrator shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee Administrator shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(cd) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall shall, deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of principal of and interest on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 3 contracts
Samples: Trust Agreement (Shellpoint Mortgage Acceptance LLC), Trust Agreement (Credit Suisse First Boston Mortgage Securities Corp), Trust Agreement (Ab Mortgage Securities Corp)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders each Certificateholder from the Certificate Distribution Collection Account on behalf pursuant to Section 4.1 hereof and Sections [7.4 and 7.5] of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Collection Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge Actual Knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.8 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Ownership Certificateholder entitled thereto until such sums shall be paid to the Ownership Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.015.3, 6.045.4, 6.056.1, 6.066.5, 6.076.7, 6.08 6.8, 6.10, 6.11, 7.1 and 7.01 7.2 shall apply to the Securities Administrator also in its role as Certificate Paying Agent and Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Owner Trust Agreement (First NLC Securitization, Inc.), Owner Trust Agreement (Lares Asset Securitization, Inc.)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche LaSalle Bank National Trust Company Association as Certificate Paying Agent and Deutsche LaSalle Bank National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche LaSalle Bank National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Trust shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trust to execute and deliver to the Owner Trustee an instrument accepting appointment and agreeing to be bound by the effect set forth in Section 3.10(a) terms of this Trust Agreement as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent Agent, for the benefit of the Certificateholders, shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by pursuant to the Certificate Paying Agent with respect to payments terms of the Indenture, shall deposit payments, if any, made pursuant to the IndentureIndenture on each Payment Date. The establishment of the Certificate Distribution Account shall be evidenced by a letter agreement. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Superior Bank FSB Afc Mortgage Ln Asset Bk Notes Ser 1999-3), Trust Agreement (Afc Mortgage Loan Asset Backed Notes Series 2000-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Citibank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificatesdistributions, from moneys on deposit in the Certificate Distribution Account, Account in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 2 contracts
Samples: Trust Agreement, Trust Agreement (Citigroup Mortgage Loan Trust 2005-6)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days’ written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Phoenix Residential Securities, LLC), Trust Agreement (Phoenix Residential Securities, LLC)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such defaultdefault by the Trust, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such the Certificate Paying AgentAgent pursuant to clause (i) above;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust Agreementrespect to each Payment Date by the Indenture Trustee.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Irwin Whole Loan Home Equity Trust 2005-C), Trust Agreement (Irwin Whole Loan Home Equity Trust 2005-B)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank Wxxxx Fargo Bank, National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 2 contracts
Samples: Trust Agreement (Bear Stearns ARM Trust 2005-7), Trust Agreement (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-9)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent (the "Certificate Paying Agent") and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The successor Certificate Paying Agent shall covenant and agree that it will not at any time institute against the Depositor or the Trust, or join in any institution against the Depositor or the Trust of, any bankruptcy proceedings under any United States federal or state bankruptcy or similar law in connection with any obligations with respect to any Certificate, this Trust Agreement or any of the other Basic Documents. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of Certificate Distribution Amounts on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Home Loan Trust 2006-Hi1), Trust Agreement (Residential Funding Mortgage Securities Ii Inc)
Certificate Paying Agent. (a) The Owner Trustee, on behalf of the Trust, may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 4.05 of the Trust in accordance with Sale and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Owner Trust Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the Owner Trust Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Owner Trust Certificates if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Owner Trust Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, on behalf of the Trust, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trustee, on behalf of the Trust, to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee, on behalf of the Trust, that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holders entitled thereto until such sums shall be paid to such Holders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the Owner Trustee, on behalf of the Trust. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The . Notwithstanding anything herein to the contrary, if the Securities Administrator resigns or is removed as Securities Administrator and such Securities Administrator is the same entity as the Certificate Registrar and the Certificate Paying Agent shall establish Agent, the Certificate Registrar and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall depositresign and the Owner Trustee, on behalf of the same day as it is received from Trust, at the Indenture Trusteewritten direction of the Depositor, each remittance received by the shall appoint a successor Certificate Registrar and Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereofAgent.
Appears in 2 contracts
Samples: Trust Agreement (PHH Mortgage Trust, Series 2008-Cim1), Trust Agreement (PHH Mortgage Trust, Series 2008-Cim2)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section [___] of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Residual Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the Residual Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Residual Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Transfer and Servicing Agreement unless an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent shall resign and the Owner Trustee, with respect to payments made pursuant to the Indenture. The Certificate Paying Agent consent of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 2 contracts
Samples: Trust Agreement (Structured Asset Securities Corp), Trust Agreement (Structured Asset Securities Corp)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 6.02 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;; and
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Ownership Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; andprovided, however, that with respect to reporting requirements applicable to original issue discount, the accrual of market discount or the amortization of premium on the Ownership Certificate, the Securities Administrator shall have first provided the calculations pertaining thereto and the amount of any resulting withholding taxes to the Administrator and the Certificate Paying Agent.
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Homebanc Corp), Trust Agreement (HMB Acceptance Corp.)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Residential Asset Mortgage Products Inc), Trust Agreement (Residential Asset Mortgage Products Inc)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Trust Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders each Certificateholder from the Certificate Distribution Collection Account on behalf pursuant to Section 4.02 hereof and Sections [5.08] and [6.02] of the Trust in accordance with Sale and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Collection Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Trust Administrator has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National the Trust Company Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of each Certificateholder entitled thereto until such sums shall be paid to such Certificateholder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Trust Administrator also in its role as Certificate Paying Agent for so long as the Trust Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Indymac Abs Inc), Trust Agreement (Indymac MBS Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Wxxxx Fargo Bank, N.A. shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 2 contracts
Samples: Trust Agreement (Bear Stearns ARM Trust 2006-1), Trust Agreement (Bear Stearns ARM Trust 2006-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such defaultdefault by the Trust, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such the Certificate Paying AgentAgent pursuant to clause (i) above;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust Agreementrespect to each Payment Date by the Indenture Trustee.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent and Indenture Trustee under the Indenture at such time and Administrator under the Administration Agreement. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 7.01 and 7.01 7.02 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Home Equity Mortgage Trust 2007-1), Trust Agreement (Home Equity Mortgage Trust 2006-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (New Century Home Equity Loan Trust 2006-1), Trust Agreement (New Century Home Equity Loan Trust 2006-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A., as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A., hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A., shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Origen Manufactured Housing Contract Trust Collateralized Notes, Series 2005-A), Trust Agreement (Origen Manufactured Housing Contract Trust Collateralized Notes, Series 2005-B)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company __________________ as Certificate Paying Agent and Deutsche Bank National Trust Company _________________ hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) On the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and (ii) the first day of each succeeding Interest Period, the Certificate Paying Agent shall determine LIBOR and the Certificate Rate for such Interest Period and shall inform the Servicer and the Depositor at their respective facsimile numbers given to the Certificate Paying Agent in writing thereof.
(c) The Trust may revoke such power and remove the Certificate Paying Agent if it the Administrator determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. __________________ shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided ________________ is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company ___________________ shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Administrator shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee Administrator shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Administrator to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicableappli cable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(cd) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall shall, deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to of principal of and interest on the Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Long Beach Securities Corp), Trust Agreement (Ameriquest Mortgage Securities Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 4.02 of the Indenture. The Trust hereby appoints Deutsche The Bank National Trust Company of New York as Certificate Paying Agent and Deutsche The Bank National Trust Company of New York hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche The Bank National Trust Company of New York shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Payment Account, in accordance with Section 5.01 hereofof this Agreement and Section 4.02 of the Indenture.
Appears in 2 contracts
Samples: Trust Agreement (GSC Capital Corp. Mortgage Trust 2006-2), Trust Agreement (GSC Capital Corp. Mortgage Trust 2006-1)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Certificate Registrar as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 5.03 of the Trust in accordance with Sale and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Registrar hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment distribution of amounts due with respect to the Residual Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Registrar has actual knowledge in the making of any payment distribution required to be made with respect to the Residual Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment distribution of Residual Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Certificate Registrar shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holders entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Certificate Registrar also in its role as Certificate Paying Agent for so long as the Certificate Registrar shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The . Notwithstanding anything herein to the contrary, the Certificate Paying Agent shall establish Registrar and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Sale and Servicing Agreement unless an Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Certificate Registrar and Certificate Paying Agent. In such event, each remittance received by the Certificate Registrar and the Certificate Paying Agent shall resign and the Owner Trustee, with respect to payments made pursuant to the Indenture. The consent of the Depositor, shall appoint a successor Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, Registrar in accordance with Section 5.01 hereofthe terms hererof.
Appears in 2 contracts
Samples: Trust Agreement (Greenpoint Mortgage Funding Trust 2005-He4), Trust Agreement (Greenpoint Mortgage Funding Trust 2005-He1)
Certificate Paying Agent.
(a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust Issuer hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shallwill:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall will be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Delaware Trustee and the Certificateholders notice of any default by the Trust Issuer of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificates (unless they are the same Person, in which case such notice will not be required);
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Administrator, forthwith pay to the Owner Trustee Certificateholders on behalf of the Trust Issuer all sums so held in Trust trust by such Certificate Paying AgentAgent following payment or reasonable provision for the payment of all claims and obligations of the Issuer in accordance with Section 3808 of the Statutory Trust Act;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall will immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee successor Certificate Paying Agent on behalf of the Trust Issuer all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet be Indenture Trustee under the standards Indenture or if at any time it fails to fulfill its obligations under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentAgreement;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust Trustor may revoke such power and remove the Certificate Paying Agent by delivery of notice thereto if it determines in its sole reasonable discretion that the Certificate Paying Agent shall have has failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be If the Certificate Paying Agent is no longer the Indenture Trustee, it will be deemed immediately to resign. In the event the Certificate Paying Agent is deemed to resign or is removed under this Trust Agreement and Paying Agent under the IndentureAgreement, the Owner Trustee shall Trustor will appoint a successor Certificate Paying Agent (which will be a bank or trust company). If no successor Certificate Paying Agent is appointed within 60 days after such deemed resignation or removal, then the outgoing Certificate Paying Agent may petition any court of competent jurisdiction for the appointment of a successor Certificate Paying Agent, and all reasonable costs associated with such petition (including without limitation all reasonable legal fees incurred by it related thereto) shall be paid by the Trustor. Pending appointment pursuant to the preceding sentences, the outgoing Certificate Paying Agent shall continue to act as Certificate Paying Agent (which shall be until a bank or trust company) successor has been appointed and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor has executed and delivered to the Delaware Trustee, the outgoing Certificate Paying Agent or any additional Certificate Paying Agent appointed by and the Owner Trustee to execute and deliver to the Owner Trustee Trustor an instrument to the effect set forth in Section 3.10(aaccepting such appointment.
(c) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall will return all unclaimed funds to the Trust Issuer and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall will also return all funds in its possession to the TrustIssuer. The provisions of Sections 6.017.01, 6.047.02, 6.05, 6.06, 6.07, 6.08 7.05 and 7.01 shall 7.08 will apply to the Certificate Paying Agent Agent, mutatis mutandis, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall will include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement, Trust Agreement
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 4.02 of the Indenture. The Trust hereby appoints Deutsche The Bank National Trust Company of New York as Certificate Paying Agent and Deutsche The Bank National Trust Company of New York hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche The Bank National Trust Company of New York shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Payment Account, in accordance with Section 5.01 hereofof this Agreement and Section 4.02 of the Indenture.
Appears in 2 contracts
Samples: Trust Agreement (Cwabs Trust 2005-Hyb9), Trust Agreement (Encore Credit Receivables Trust 2005-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company Agent. The holder of the Class SB Certificates, as the party who would otherwise be entitled to the distributions under section 3.05(a)(xviii) of the Indenture, hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to irrevocably instructs the Certificate Paying Agent and to pay those amounts (comprising unpaid Interest Carry Forward Amounts with respect to the Notes) to the Indenture Trustee for payment to the Noteholders in accordance with the provisions of section 3.05(a)(xviii) of the Indenture. The Certificate Paying Agent shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Residential Asset Mortgage Prod Inc Gmacm Mor Ln Tr 2003-Gh1), Trust Agreement (Residential Asset Mort Prod Inc Gmacm Home Eq L N Tr 04 He2)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section [6.02] of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;; and
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Ownership Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; andprovided, however, that with respect to reporting requirements applicable to original issue discount, the accrual of market discount or the amortization of premium on the Ownership Certificate, the Securities Administrator shall have first provided the calculations pertaining thereto and the amount of any resulting withholding taxes to the Securities Administrator and the Certificate Paying Agent.
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (TBALT Corp.), Trust Agreement (HMB Acceptance Corp.)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Owner Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Owner Trust Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwner Trust Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Owner Trust Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Owner Trust Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to the Certificateholder prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Owner Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Owner Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificatesof Certificate Distribution Amounts on the Owner Trust Certificate, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Owner Trust Agreement (Residential Funding Mortgage Securities Ii Inc), Owner Trust Agreement (Residential Funding Mortgage Securities Ii Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and the statement for such Payment Date provided by the Securities Administrator, in accordance with Section 5.01 7.05 of the Indenture hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Securities Administrator except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) . The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Funds in the Certificate Distribution Account shall not be invested. The Certificate Paying Agent shall make all distributions to Certificatesthe Certificate, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (American Home Mortgage Investment Trust 2007-2), Trust Agreement (American Home Mortgage Investment Trust 2006-3)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Trust Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 5.08 of the Trust in accordance with Sale and Servicing Agreement and shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Trust Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Trust Administrator has actual knowledge in the making of any payment required to be made with respect to the Trust Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Trust Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Trust Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National the Trust Company Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, at the written direction of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.015.04, 6.046.01 (other than paragraph (g)), 6.03, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Trust Administrator also in its role as Certificate Paying Agent and Certificate Registrar for so long as the Trust Administrator shall act as Certificate Paying Agent and Certificate Registrar, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Greenwich Capital Acceptance, Inc New York Mortgage Trust 2005-1), Trust Agreement (New York Mortgage Trust 2005-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (GMACM Home Loan Trust 2006-Hltv1), Trust Agreement (Residential Asset Mortgage Products Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Owner Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Owner Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Owner Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicableappli cable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificate from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Owner Trust Agreement (Cendant Mortgage Capital LLC), Owner Trust Agreement (DLJ Mortgage Acceptance Corp)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Bankers Trust Company of California, N.A. as Certificate Paying Agent and Deutsche Bank National Bankers Trust Company of California, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith;
(vi) deliver to the Owner Trustee a copy of the report to Certificateholders; and
(vivii) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Bankers Trust Company of California, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor permitted to act resign as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver upon 30 days written notice to the Owner Trustee an instrument to and the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Note Insurer; provided Bankers Trust and upon removal Company of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.California,
Appears in 2 contracts
Samples: Trust Agreement (Merrill Lynch Mortgage Investors Inc), Trust Agreement (Merrill Lynch Mortgage Investors Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-co- paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (New Century Home Equity Loan Trust, Series 2004-3), Trust Agreement (New Century Home Equity Loan Trust 2004-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 5.02 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche LaSalle Bank National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Trust shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trust to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 5.02 hereof. The funds in the Certificate Distribution Account shall be held uninvested. The Certificate Distribution Account may be a subaccount of the Payment Account.
Appears in 2 contracts
Samples: Trust Agreement (Saco I Trust 2005-Gp1), Trust Agreement (Saco I Trust 2005-Gp1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days’ written notice to the Owner Trustee and the Enhancer; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (BellaVista Finance CORP), Trust Agreement (Gmacm Home Equity Loan Trust 2005-He1)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 5.07 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Residual Certificates in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the Residual Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Residual Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viv) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holders entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Transfer and Servicing Agreement unless an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent shall resign and the Owner Trustee, with respect to payments made pursuant to the Indenture. The Certificate Paying Agent consent of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 2 contracts
Samples: Trust Agreement (Lehman ABS Corp. Home Equity Loan Trust 2005-1), Trust Agreement (Greenpoint Mortgage Funding Trust 2005-He3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Bankers Trust Company of California, N.A. as Certificate Paying Agent and Deutsche Bank National Bankers Trust Company of California, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy Bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Bankers Trust Company of California, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 2 contracts
Samples: Trust Agreement (Imh Assets Corp), Trust Agreement (Impac CMB Trust Series 1998-2)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 5.08 of the Trust in accordance with Sale and Servicing Agreement and shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Sale and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Trust Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Administrator has actual knowledge in the making of any payment required to be made with respect to the Trust Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Trust Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Trust Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, at the written direction of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Certificateholders entitled thereto until such sums shall be paid to such Certificateholders. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 7.01 and 7.01 7.02 shall apply to the Administrator also in its role as Certificate Paying Agent for so long as the Administrator shall act as Certificate Paying Agent and, to the extent applicable, to any other Certificate Paying Agent appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish . Notwithstanding anything herein to the contrary, the Administrator and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on be the same day entity as it is received from the Indenture TrusteeTrustee under the Indenture and the Sale and Servicing Agreement unless (i) the Indenture Trustee resigns or is removed as Indenture Trustee or (ii) an Indenture Event of Default has occurred and is continuing and the Indenture Trustee determines or is advised that a conflict of interest exists or will exist if the Indenture Trustee continues to act as Administrator and Certificate Paying Agent. In such event, each remittance received by the Administrator and the Certificate Paying Agent with respect to payments made pursuant to shall resign and the Indenture. The Certificate Paying Agent Owner Trustee, at the written direction of the Depositor, shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, appoint a successor Administrator in accordance with Section 5.01 hereofthe Administration Agreement.
Appears in 2 contracts
Samples: Trust Agreement (Structured Asset Sec Corp Thornburg Mort Sec Trust 2003 6), Trust Agreement (Greenwich Capital Acceptance Thornburg Sec Tr 2003-4)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Wells Fargo Bank, N.A. as Certificate Certifixxxx Paying Agent and Deutsche Bank National Trust Company Wells Fargo Bank, N.A. hereby accepts accxxxx such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(iI) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(iiII) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iiiIII) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(ivIV) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(vV) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viVI) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Wells Fargo Bank, N.A. shall no longer lxxxxx be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(ain
(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Imh Assets Corp Impac CMB Trust Series 2004-9)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 6.02 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;; and
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Ownership Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; andprovided, however, that with respect to reporting Trust Agreement requirements applicable to original issue discount, the accrual of market discount or the amortization of premium on the Ownership Certificate, the Securities Administrator shall have first provided the calculations pertaining thereto and the amount of any resulting withholding taxes to the Securities Administrator and the Certificate Paying Agent.
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Homebanc Corp)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (American Home Mortgage Investment Trust 2004-3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 8.09 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates a Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Citibank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Securities Administrator and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust companythe Securities Administrator appointed pursuant to the Indenture ) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Norwest Bank Minnesota, National Trust Company Association as Certificate Paying Agent and Deutsche Norwest Bank Minnesota, National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Norwest Bank Minnesota, National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Imh Assets Corp Collateralized Asset Backed Bonds Ser 2000 1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche U.S. Bank National Trust Company Association as Certificate Paying Agent and Deutsche U.S. Bank National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche U.S. Bank National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 1 contract
Samples: Trust Agreement (Structured Asset Mortgage Investments II Inc., HomeBanc Mortgage Trust 2004-2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(iI) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(iiII) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iiiIII) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(ivIV) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(vV) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viVI) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Imh Assets Corp Impac CMB Trust Series 2004-7)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (GMACM Home Equity Loan Trust 2007-He3)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche U.S. Bank National Trust Company Association as Certificate Paying Agent and Deutsche U.S. Bank National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche U.S. Bank National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.the
Appears in 1 contract
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Owner Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Master Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Owner Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Owner Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificate from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Owner Trust Agreement (Residential Funding Mortgage Securities Ii Inc)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 1 contract
Samples: Trust Agreement (Structured Asset Mort Inv Inc Mort Back NTS Ser 2003-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank Wells Fargo Bank, National Trust Company Assxxxxxion shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 1 contract
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and this Agreement, including Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent and Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Securities Administrator except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply MUTATIS MUTANDIS to the Certificate Paying Agent to the extent applicableAgent. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Renaissance Home Equity Loan Trust 2005-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such defaultdefault by the Trust, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such the Certificate Paying AgentAgent pursuant to clause (i) above;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust Agreementrespect to each Payment Date by the Securities Administrator.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Securities Administrator shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Securities Administrator is also resigning as Paying Agent and Securities Administrator under the Indenture at such time as well as Master Servicer under the Servicing Agreement and as Administrator under the Administration Agreement. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 7.01, 7.02 and 7.01 7.03 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") " in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates from moneys on deposit in the Certificate Distribution Account, . Amounts in accordance with Section 5.01 hereofthe Certificate Distribution Account shall remain uninvested.
Appears in 1 contract
Samples: Trust Agreement (Merrill Lynch Mortgage Investors Trust, Series 2007-Sl1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche U.S. Bank National Trust Company Association as Certificate Paying Agent and Deutsche U.S. Bank National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche U.S. Bank National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 1 contract
Samples: Trust Agreement (Homebanc Corp)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Trust Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Trust Certificate and the statement for such Payment Date provided by the Securities Administrator, in accordance with Section 5.01 7.05 of the Indenture hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Trust Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesTrust Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee Securities Administrator except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Trust Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Trust Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) . The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Funds in the Certificate Distribution Account shall not be invested. The Certificate Paying Agent shall make all distributions to Certificatesthe Trust Certificate, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (American Home Mortgage Investment Trust 2007-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Wells Fargo Bank, N.A. as Certificate Paying Certificaxx Xxying Agent and Deutsche Bank National Trust Company Wells Fargo Bank, N.A. hereby accepts such accepxx xxch appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Wells Fargo Bank, N.A. shall no longer be lonxxx xe the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself itself, on behalf of the Certificateholders, a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Imh Assets Corp Impac CMB Trust Series 2004-11)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(iI) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(iiII) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iiiIII) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(ivIV) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(vV) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(viVI) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself itself, on behalf of the Certificateholders, a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Imh Assets Corp Impac CMB Trust Series 2005-1)
Certificate Paying Agent. (ai) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Bear Stearns Asset Backed Securities I LLC)
Certificate Paying Agent. (a) The Owner Trustee may appoint, and hereby appoints, the Securities Administrator as Certificate Paying Agent under this Agreement. The Certificate Paying Agent shall make distributions to Certificateholders the Holder from the Certificate Distribution Account on behalf pursuant to Section 4.02 hereof and Section 6.02 of the Trust in accordance with Transfer and Servicing Agreement and, upon request, shall report the provisions amounts of the Certificates and Section 5.01 hereof from payments remitted such distributions to the Owner Trustee. The Certificate Paying Agent by shall have the Indenture Trustee pursuant revocable power to Section 3.05 withdraw funds from the Certificate Distribution Account for the purpose of making the Indenturedistributions referred to above. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement and the Transfer and Servicing Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Ownership Certificate in trust for the benefit of the Persons Person entitled thereto until such sums shall be paid to such Persons Person or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent Securities Administrator has actual knowledge in the making of any payment required to be made with respect to the CertificatesOwnership Certificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates Ownership Certificate if at any time it ceases to meet the standards under this Section 3.10 3.08 required to be met by the Certificate Paying Agent at the time of its appointment;; and
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Ownership Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; andprovided, however, that with respect to reporting 201496 HomeBanc 2006-2 Trust Agreement requirements applicable to original issue discount, the accrual of market discount or the amortization of premium on the Ownership Certificate, the Securities Administrator shall have first provided the calculations pertaining thereto and the amount of any resulting withholding taxes to the Securities Administrator and the Certificate Paying Agent.
(vi) not institute bankruptcy proceedings against the Issuer Trust in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Securities Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenturehereunder, the Owner Trustee Trustee, with the consent of the Depositor, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture). The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to in which such successor Certificate Paying Agent or additional Certificate Paying Agent shall agree with the effect set forth in Section 3.10(a) Owner Trustee that as it relates to the Certificate Paying Agent, such successor Certificate Paying Agent or additional Certificate Paying Agent will hold all sums, if any, held by it for payment in trust for the benefit of the Holder entitled thereto until such sums shall be paid to such Holder. The Certificate Paying Agent shall return all unclaimed funds to the Trust Owner Trustee, and upon removal of a Certificate Paying Agent Agent, such Certificate Paying Agent shall also return all funds in its possession to the TrustOwner Trustee. The provisions of Sections 5.03, 5.04, 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.08, 7.01 and 7.01 7.02 shall apply to the Securities Administrator, as though it had been named in such sections, also in its roles as Certificate Paying Agent and as Certificate Registrar for so long as the Securities Administrator shall act as Certificate Paying Agent and as Certificate Registrar and, to the extent applicable, to any other Certificate Paying Agent or Certificate Registrar appointed hereunder. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Homebanc Corp)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche The Bank National of New York Trust Company Company, N.A., as Certificate Paying Agent Agent, and Deutsche The Bank National of New York Trust Company Company, N.A., hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche The Bank National of New York Trust Company Company, N.A., shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Origen Residential Securities, Inc.)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company Agent. The Class SB Certificateholders hereby accepts such appointment and further agrees direct the Indenture Trustee to transfer any amounts representing the Excess Capitalized Interest Requirement, that it will would be bound by the provisions of this Trust Agreement relating payable to the Class SB Certificates pursuant to Section 3.05(a)(vi) of the Indenture, to the Capitalized Interest Account in accordance with Section 3.05(d) of the Indenture. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee and the Enhancer; provided the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Residential Asset Mortgage Products Inc)
Certificate Paying Agent. (a) The Securities Administrator, acting as the Certificate Paying Agent Agent, shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Section 5.02 hereof and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 6.01 of the IndentureSale and Servicing Agreement. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche LaSalle Bank National Trust Company Association shall no longer be the Securities Administrator and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Trust shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust companycompany and acceptable to the Note Insurer) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trust to execute and deliver to the Owner Trustee an instrument agreeing to the effect terms set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent and the Certificate Registrar to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. The Certificate Paying Agent and the Certificate Registrar shall be indemnified to the same extent as the Securities Administrator is indemnified under the Basic Documents. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Securities Administrator acting as a Certificate Paying Agent Agent, shall establish pursuant to and maintain in accordance with itself a trust account (Section 5.08 of the "Sale and Servicing Agreement the Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day deposit such amounts as it is received from the Indenture Trustee, each remittance received required by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereofSale and Servicing Agreement.
Appears in 1 contract
Samples: Trust Agreement (ACE Securities Corp. Home Equity Loan Trust, Series 2006-Gp1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust Issuer hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent Agent, and Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shallwill:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall will be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Delaware Trustee and the Certificateholders notice of any default by the Trust Issuer of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificates (unless they are the same Person, in which case such notice will not be required);
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Administrator, forthwith pay to the Owner Trustee Certificateholders on behalf of the Trust Issuer all sums so held in Trust trust by such Certificate Paying AgentAgent following payment or reasonable provision for the payment of all claims and obligations of the Issuer in accordance with Section 3808 of the Statutory Trust Act;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall will immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee successor Certificate Paying Agent on behalf of the Trust Issuer all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet be Indenture Trustee under the standards Indenture or if at any time it fails to fulfill its obligations under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointmentAgreement;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust Trustor may revoke such power and remove the Certificate Paying Agent by delivery of notice thereto if it determines in its sole reasonable discretion that the Certificate Paying Agent shall have has failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be If the Certificate Paying Agent is no longer the Indenture Trustee, it will be deemed immediately to resign. In the event the Certificate Paying Agent is deemed to resign or is removed under this Trust Agreement and Paying Agent under the IndentureAgreement, the Owner Trustee shall Trustor will appoint a successor Certificate Paying Agent (which will be a bank or trust company). If no successor Certificate Paying Agent is appointed within 60 days after such deemed resignation or removal, then the outgoing Certificate Paying Agent may petition any court of competent jurisdiction for the appointment of a successor Certificate Paying Agent, and all reasonable costs associated with such petition (including without limitation all reasonable legal fees incurred by it related thereto) shall be paid by the Trustor. Pending appointment pursuant to the preceding sentences, the outgoing Certificate Paying Agent shall continue to act as Certificate Paying Agent (which shall be until a bank or trust company) successor has been appointed and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor has executed and delivered to the Delaware Trustee, the outgoing Certificate Paying Agent or any additional Certificate Paying Agent appointed by and the Owner Trustee to execute and deliver to the Owner Trustee Trustor an instrument to the effect set forth in Section 3.10(aaccepting such appointment.
(c) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall will return all unclaimed funds to the Trust Issuer and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall will also return all funds in its possession to the TrustIssuer. The provisions of Sections 6.017.01, 6.047.02, 6.05, 6.06, 6.07, 6.08 7.05 and 7.01 shall 7.08 will apply to the Certificate Paying Agent Agent, mutatis mutandis, to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall will include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee Trustee, forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. The Indenture Trustee shall be permitted to resign as Certificate Paying Agent upon 30 days' written notice to the Owner Trustee and the Enhancer; provided, however, that the Indenture Trustee is also resigning as Paying Agent under the Indenture at such time. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.14 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Pending any such distribution, funds deposited in the Distribution Account on a Payment Date and not distributed to the Certificateholders on such Payment Date shall be invested by the Certificate Paying Agent in Permitted Investments selected by the Servicer (or if no selection is made by the Servicer in Permitted Investments described in clause (v) of the definition thereof) maturing no later than the Business Day preceding the next succeeding Payment Date (except that any investment in the institution with which the Distribution Account is maintained may mature on such Payment Date and shall not be sold or disposed of prior to the maturity). All investment income earned in respect of funds on deposit in the Distribution Account shall be credited to the Distribution Account. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates as provided in Section 3.05 of the Indenture and Section 5.01(a) of this Trust Agreement from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Wachovia Asset Securitization Inc 2002 He2 Trust)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company __________________ as Certificate Paying Agent and Deutsche Bank National Trust Company _________________ hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this Trust respect to each Payment Date by the Servicer pursuant to Section 4.01 of the Servicing Agreement.
(b) The Trust may revoke such power On the second LIBOR Business Day immediately preceding (i) the Closing Date in the case of the first Interest Period and remove (ii) the Certificate Paying Agent if it determines in its sole discretion that first day of each succeeding Interest Period, the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be determine LIBOR and the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.Rate for
Appears in 1 contract
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. as Certificate Paying Agent and Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Xxxxx Fargo Bank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself itself, on behalf of the Certificateholders, a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (IMH Assets Corp., Collateralized Asset-Backed Bonds, Series 2005-6)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A. as Certificate Paying Agent and Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A. hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet comply with the standards under requirements of this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment3.10;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company JPMorgan Chase Bank, N.A. shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Majority Certificateholder, with the consent of the Owner Trustee Trustee, shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee hereunder to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Newcastle Mortgage Securities Trust 2006-1, Asset-Backed Notes, Series 2006-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to the Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Trust Administrator pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National the Trust Company Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Agent. The Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such defaultdefault by the Trust, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust trust by such the Certificate Paying AgentAgent pursuant to clause (i) above;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of the Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any the Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against deliver to the Issuer in connection Owner Trustee a copy of the report to Certificateholders prepared with this respect to each Payment Date by the Trust AgreementAdministrator.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it the Owner Trustee determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. Any removal of JPMorgan Chase Bank, N.A. as Certificate Paying Agent shall result in the removal of JPMorgan Chase Bank as Trust Administrator, Administrator and Master Servicer under the Basic Documents. The Trust Administrator shall be permitted to resign as Certificate Paying Agent upon 30 days written notice to the Owner Trustee; provided the Trust Administrator is also resigning as Paying Agent and Trust Administrator under the Indenture at such time as well as Master Servicer under the Servicing Agreement and as Administrator under the Administration Agreement. In the event that Deutsche Bank National the Trust Company Administrator shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in this Section 3.10(a) 3.10 as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 7.01 and 7.01 7.02 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Trust Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") Account in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeTrust Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, on the Certificates from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (CSFB Home Equity Mortgage Trust 2005-Hf1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche LaSalle Bank National Trust Company Association as Certificate Paying Agent and Deutsche LaSalle Bank National Trust Company Association hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent it has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche LaSalle Bank National Trust Company Association shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee Trust shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee Trust to execute and deliver to the Owner Trustee an instrument accepting appointment and agreeing to be bound by the effect set forth in Section 3.10(a) terms of this Trust Agreement as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.046.03, 6.05, 6.06, 6.07, 6.08 6.04 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-co- paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent Agent, for the benefit of the Certificateholders, shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by pursuant to the Certificate Paying Agent with respect to payments terms of the Indenture, shall deposit payments, if any, made pursuant to the IndentureIndenture on each Payment Date. The establishment of the Certificate Distribution Account shall be evidenced by a letter agreement. The Certificate Paying Agent shall make all distributions to CertificatesCertificateholders, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (Superior Bank FSB Afc Mort Ln Asset Backed Notes Ser 2000 2)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders the Certificateholder from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates Certificate and the statement for such Payment Date provided by the Securities Administrator, in accordance with Section 5.01 7.05 of the Indenture hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Indenture Trustee as Certificate Paying Agent and Deutsche Bank National Trust Company the Indenture Trustee hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates Certificate in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the CertificatesCertificate;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates the Certificate if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates the Certificate of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer Issuing Entity in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company the Indenture Trustee shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) . The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. Funds in the Certificate Distribution Account shall not be invested. The Certificate Paying Agent shall make all distributions to Certificatesthe Certificate, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.
Appears in 1 contract
Samples: Trust Agreement (American Home Mortgage Investment Trust 2006-1)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee Securities Administrator pursuant to Section 3.05 3.03 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company the Securities Administrator as Certificate Paying Agent and Deutsche Bank National Trust Company the Securities Administrator hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 3.09 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company Wxxxx Fargo Bank, N.A. shall no longer be the Certificate Paying Agent Securities Administrator under this Trust Agreement and Paying Agent Securities Administrator under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a3.09(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the same extent applicableapplicable to the Owner Trustee except where the context requires otherwise. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "“Certificate Distribution Account"”) in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture TrusteeSecurities Administrator, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificatesdistributions, from moneys on deposit in the Certificate Distribution Account, Account in accordance with Section 5.01 hereof. The funds in the Certificate Distribution Account shall be held uninvested.
Appears in 1 contract
Samples: Trust Agreement (Citigroup Mortgage Loan Trust 2005-11)
Certificate Paying Agent. (a) The Certificate Paying Agent shall make distributions to Certificateholders from the Certificate Distribution Account on behalf of the Trust in accordance with the provisions of the Certificates and Section 5.01 hereof from payments remitted to the Certificate Paying Agent by the Indenture Trustee pursuant to Section 3.05 of the Indenture. The Trust hereby appoints Deutsche Bank National Trust Company as Certificate Paying Agent and Deutsche Bank National Trust Company hereby accepts such appointment and further agrees that it will be bound by the provisions of this Trust Agreement relating to the Certificate Paying Agent and shall:
(i) hold all sums held by it for the payment of amounts due with respect to the Certificates in trust for the benefit of the Persons entitled thereto until such sums shall be paid to such Persons or otherwise disposed of as herein provided;
(ii) give the Owner Trustee notice of any default by the Trust of which a Responsible Officer of the Certificate Paying Agent has actual knowledge in the making of any payment required to be made with respect to the Certificates;
(iii) at any time during the continuance of any such default, upon the written request of the Owner Trustee forthwith pay to the Owner Trustee on behalf of the Trust all sums so held in Trust by such Certificate Paying Agent;
(iv) not resign from its position as Certificate Paying Agent so long as it is Indenture Trustee except that it shall immediately resign as Certificate Paying Agent and forthwith pay to the Owner Trustee on behalf of the Trust all sums held by it in trust for the payment of Certificates if at any time it ceases to meet the standards under this Section 3.10 required to be met by the Certificate Paying Agent at the time of its appointment;
(v) comply with all requirements of the Code with respect to the withholding from any payments made by it on any Certificates of any applicable withholding taxes imposed thereon and with respect to any applicable reporting requirements in connection therewith; and
(vi) not institute bankruptcy proceedings against the Issuer in connection with this Trust Agreement.
(b) The Trust may revoke such power and remove the Certificate Paying Agent if it determines in its sole discretion that the Certificate Paying Agent shall have failed to perform its obligations under this Trust Agreement in any material respect. In the event that Deutsche Bank National Trust Company shall no longer be the Certificate Paying Agent under this Trust Agreement and Paying Agent under the Indenture, the Owner Trustee shall appoint a successor to act as Certificate Paying Agent (which shall be a bank or trust company) and which shall also be the successor Paying Agent under the Indenture. The Owner Trustee shall cause such successor Certificate Paying Agent or any additional Certificate Paying Agent appointed by the Owner Trustee to execute and deliver to the Owner Trustee an instrument to the effect set forth in Section 3.10(a) as it relates to the Certificate Paying Agent. The Certificate Paying Agent shall return all unclaimed funds to the Trust and upon removal of a Certificate Paying Agent such Certificate Paying Agent shall also return all funds in its possession to the Trust. The provisions of Sections 6.01, 6.04, 6.05, 6.06, 6.07, 6.08 and 7.01 shall apply to the Certificate Paying Agent to the extent applicable. Any reference in this Agreement to the Certificate Paying Agent shall include any co-paying agent unless the context requires otherwise.
(c) The Certificate Paying Agent shall establish and maintain with itself a trust account (the "Certificate Distribution Account") in which the Certificate Paying Agent shall deposit, on the same day as it is received from the Indenture Trustee, each remittance received by the Certificate Paying Agent with respect to payments made pursuant to the Indenture. The Certificate Paying Agent shall make all distributions to Certificates, from moneys on deposit in the Certificate Distribution Account, in accordance with Section 5.01 hereof.this
Appears in 1 contract
Samples: Trust Agreement (Home Loan Mortgage Loan Trust 2004-2)
