Corridor Contracts. No later than two Business Days following each Distribution Date, the Trustee shall provide the Supplemental Interest Trustee with information regarding the aggregate Class Certificate Balance of the LIBOR Certificates after all distributions on such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall (i) demand delivery of the Delivery Amount (as defined in the ISDA Master Agreement) from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver to the Counterparty the Return Amount (as defined in the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions and the Interest Amount (each as defined in the ISDA Master Agreement), to the extent required under the ISDA Master Agreement and (iii) take such other action required under the ISDA Master Agreement. If a Delivery Amount is demanded, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements set forth in the ISDA Master Agreement to hold cash and other eligible investments pledged under the ISDA Master Agreement. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall not be part of the Distribution Account or the Corridor Contract Reserve Fund unless remitted to such accounts by the Supplemental Interest Trustee in satisfaction of the obligations of the Counterparty under the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal to the Delivery Amount is not delivered to the Supplemental Interest Trustee by the Counterparty, the Supplemental Interest Trustee shall promptly provide written notice to the Counterparty and Countrywide of such failure. Upon the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts and (iii) the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect of any Early Termination Date shall be deposited and held in the Corridor Contract Reserve Fund to be distributed as provided in Section 4.02(c) hereof on the Distribution Dates following such early termination to and including the Distribution Date in July 2017. On the Distribution Date in July 2017, after all other distributions have been made on such date pursuant to the terms of this Agreement, if any amounts received by the Supplemental Interest Trustee in respect of such early termination remain in the Corridor Contract Reserve Fund, such amounts shall be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee of any party (whether an affiliate of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amounts.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Alternative Loan Trust 2007-Oa10), Pooling and Servicing Agreement (Alternative Loan Trust 2007-Oa10)
Corridor Contracts. Countrywide shall cause The Bank of New York to enter into the Corridor Contract Administration Agreement and shall assign all of its right, title and interest in and to the interest rate corridor transactions evidenced by the Corridor Contracts to, and shall cause all of its obligations in respect of such transactions to be assumed by, the Corridor Contract Administrator, on the terms and conditions set forth in the Corridor Contract Assignment Agreement. The Trustee's rights to receive certain proceeds of the Corridor Contracts as provided in the Corridor Contract Administration Agreement will be assets of the Trust Fund but will not be assets of any REMIC. The Trustee, shall deposit any amounts received from time to time with respect to any Corridor Contract into the Corridor Contract Reserve Fund. The Master Servicer shall deposit any amounts received on behalf of the Trustee from time to time with respect to any Corridor Contract into the Corridor Contract Reserve Fund. No later than two Business Days following each Distribution Date, the Trustee shall provide the Supplemental Interest Trustee Corridor Contract Administrator with information regarding the aggregate Class Certificate Balance of the LIBOR Class(es) of Certificates related to each Corridor Contract after all distributions on such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement), the Supplemental Interest The Trustee shall (i) demand delivery direct the Corridor Contract Administrator to terminate a Corridor Contract upon the occurrence of the Delivery Amount (as defined in the ISDA Master Agreement) from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver to the Counterparty the Return Amount (as defined in the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions and the Interest Amount (each as defined in the ISDA Master Agreement), certain events of default or termination events to the extent required under the ISDA Master Agreement and (iii) take specified thereunder. Upon any such other action required under the ISDA Master Agreement. If a Delivery Amount is demandedtermination, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements set forth in the ISDA Master Agreement applicable Corridor Contract Counterparty will be obligated to hold cash and other eligible investments pledged under the ISDA Master Agreement. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall not be part of the Distribution Account or pay the Corridor Contract Reserve Fund unless remitted to Administrator an amount in respect of such accounts by termination, and the Supplemental Interest Trustee in satisfaction portion of the obligations of the Counterparty under the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal such amount that is distributable to the Delivery Amount is not delivered Trust Fund pursuant to the Supplemental Interest Trustee Corridor Contract Administration Agreement and received by the Counterparty, the Supplemental Interest Trustee shall promptly provide written notice to the Counterparty and Countrywide of such failure. Upon the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following Master Servicer for the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those benefit of the original Corridor Contracts and (iii) Trust Fund, as the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty case may be, in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect of any Early Termination Date such termination shall be deposited and held in the Corridor Contract Reserve Fund and applied on future Distribution Dates to be distributed as provided in Section 4.02(c) hereof pay any related Yield Supplement Amount on the Distribution Dates following such early termination to Class 1-A-1, Class 1-A-3, Class 2 A-1, Class 2 A-3, Class 2 A-6, Class 2 A-8 and including the Distribution Date in July 2017Class 2 A-14 Certificates, as applicable. On the Distribution Date in July 2017, after all other distributions have been made on such date pursuant to the terms of this Agreement, if any Any amounts received by the Supplemental Interest Trustee in respect of such early termination remain remaining in the Corridor Contract Reserve Fund, such amounts shall after the earlier of (i) the date on which the Class Certificate Balances of the Class 1-A-1, Class 1-A-3, Class 2 A-1, Class 2 A-3, Class 2 A-6, Class 2 A-8 and Class 2 A-14 Certificates have been reduced to zero and (ii) the applicable Corridor Contract Scheduled Termination Date, will be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee of any party (whether an affiliate of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amountsCountrywide Securities Corporation.
Appears in 2 contracts
Samples: Pooling and Servicing Agreement (Cwalt Inc), Pooling and Servicing Agreement (Cwalt Inc)
Corridor Contracts. No later than two Business Days following The Master Servicer shall cause Deutsche Bank Securities Inc. (or its relevant affiliate) to assign all of its right, title and interest in and to each Distribution DateCorridor Contract to, and shall cause all of Deutsche Bank Securities Inc.'s obligations in respect of such transactions to be assumed by, the Trustee shall provide the Supplemental Interest Trustee with information regarding the aggregate Class Certificate Balance on behalf of the LIBOR Certificates after all distributions Trust Fund, on such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall (i) demand delivery of the Delivery Amount (as defined in the ISDA Master Agreement) from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver to the Counterparty the Return Amount (as defined in the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions terms and the Interest Amount (each as defined in the ISDA Master Agreement), to the extent required under the ISDA Master Agreement and (iii) take such other action required under the ISDA Master Agreement. If a Delivery Amount is demanded, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements conditions set forth in the ISDA Master Agreement to hold cash and other eligible investments pledged under Assignment Agreements. Each Corridor Contract will be an asset of the ISDA Master Agreement. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall Trust Fund but will not be part an asset of any REMIC. The Master Servicer, on behalf of the Distribution Account or Trustee, shall cause to be deposited any amounts received from time to time with respect to the Corridor Contract Contracts into the Reserve Fund unless remitted to such accounts by the Supplemental Interest Trustee in satisfaction Fund. The Master Servicer, on behalf of the obligations Trustee, shall prepare and deliver any notices required to be delivered under any Corridor Contract. The Master Servicer, on behalf of the Counterparty under Trustee, shall act as calculation agent and/or shall terminate any Corridor Contract, upon the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal occurrence of certain events of default or termination events to the Delivery Amount is not delivered to the Supplemental Interest Trustee by the Counterpartyextent specified thereunder. Upon any such termination, the Supplemental Interest Trustee shall promptly provide written notice related Corridor Contract Counterparty will be obligated to pay the Counterparty and Countrywide of such failure. Upon Trustee, for the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those benefit of the original Corridor Contracts and (iii) the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty Trust Fund, an amount in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty such termination. Any amounts received by the Trustee for the benefit of the Trust Fund in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect termination of any Early Termination Date a Corridor Contract shall be deposited and held in the Corridor Contract Reserve Fund and applied on future Distribution Dates to be distributed as provided in Section 4.02(c) hereof pay any Yield Supplement Amount on the Distribution Dates following such early termination to and including the Distribution Date in July 2017related Class of Floating Rate Certificates. On the Distribution Date in July 2017, after all other distributions have been made on such date pursuant to the terms of this Agreement, if any Any amounts received by the Supplemental Interest Trustee in respect of such early termination remain remaining in the Corridor Contract Reserve FundFund on the Distribution Date immediately following the earlier of (x) the latest to occur of the related Corridor Contract Scheduled Termination Date and (y) the date on which the aggregate Class Certificate Balance of the Floating Rate Certificates has been reduced to zero, such amounts shall will be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee Deutsche Bank Securities Inc., and will not be available for payment of any party (whether an affiliate Yield Supplement Amount on any Class of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amountsFloating Rate Certificates.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Alternative Loan Trust 2005-20cb)
Corridor Contracts. No later than two Business Days following each Distribution DateThe Master Servicer shall cause Deutsche Bank Securities Inc. (or its relevant affiliate) to assign all of its respective right, title and interest in and to the related Corridor Contracts to, and 91 shall cause all of Deutsche Bank Securities Inc.'s, obligations in respect of such transactions to be assumed by, the Trustee shall provide the Supplemental Interest Trustee with information regarding the aggregate Class Certificate Balance on behalf of the LIBOR Certificates after all distributions Trust Fund, on such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall (i) demand delivery of the Delivery Amount (as defined in the ISDA Master Agreement) from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver to the Counterparty the Return Amount (as defined in the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions terms and the Interest Amount (each as defined in the ISDA Master Agreement), to the extent required under the ISDA Master Agreement and (iii) take such other action required under the ISDA Master Agreement. If a Delivery Amount is demanded, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements conditions set forth in the ISDA Master Agreement to hold cash and other eligible investments pledged under Assignment Agreements. The Corridor Contracts will be an asset of the ISDA Master Agreement. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall Trust Fund but will not be part an asset of any REMIC. The Master Servicer, on behalf of the Distribution Account or Trustee, shall cause to be deposited any amounts received from time to time with respect to the Corridor Contract Contracts into the Reserve Fund unless remitted to such accounts by the Supplemental Interest Trustee in satisfaction Fund. The Master Servicer, on behalf of the obligations Trustee, shall prepare and deliver any notices required to be delivered under any Corridor Contract. The Master Servicer, on behalf of the Counterparty under Trustee, shall act as calculation agent and/or shall terminate any Corridor Contract, upon the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal occurrence of certain events of default or termination events to the Delivery Amount is not delivered to the Supplemental Interest Trustee by the Counterpartyextent specified thereunder. Upon any such termination, the Supplemental Interest Trustee shall promptly provide written notice related Corridor Contract Counterparty will be obligated to pay the Counterparty and Countrywide of such failure. Upon Trustee, for the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those benefit of the original Corridor Contracts and (iii) the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty Trust Fund, an amount in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty such termination. Any amounts received by the Trustee for the benefit of the Trust Fund in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect termination of any Early Termination Date a Corridor Contract shall be deposited and held in the Corridor Contract Reserve Fund and applied on future Distribution Dates to be distributed as provided in Section 4.02(c) hereof pay any Yield Supplement Amount on the Distribution Dates following such early termination to and including the Distribution Date in July 2017related Class of Floating Rate Certificates. On the Distribution Date in July 2017, after all other distributions have been made on such date pursuant to the terms of this Agreement, if any Any amounts received by the Supplemental Interest Trustee in respect of such early termination remain remaining in the Corridor Contract Reserve FundFund on the Distribution Date immediately following the earlier of (x) the latest to occur of the related Corridor Contract Scheduled Termination Date and (y) the date on which the aggregate Class Certificate Balance of the Floating Rate Certificates has been reduced to zero, such amounts shall will be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee Deutsche Bank Securities Inc., and will not be available for payment of any party (whether an affiliate Yield Supplement Amount on any Class of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amountsFloating Rate Certificates.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Alternative Loan Trust 2005-28cb)
Corridor Contracts. No later than two Business Days following each Distribution DateThe Master Servicer shall cause the Underwriter (or its relevant affiliate) to assign all of its right, title and interest in and to the Group 2 Corridor Contract and Group 3 Corridor Contract evidenced by the related Confirmation to, and shall cause all of the Underwriter's obligations in respect of such transaction to be assumed by, the Trustee shall provide the Supplemental Interest Trustee with information regarding the aggregate Class Certificate Balance on behalf of the LIBOR Certificates after all distributions Trust Fund, on such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall (i) demand delivery of the Delivery Amount (as defined in the ISDA Master Agreement) from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver to the Counterparty the Return Amount (as defined in the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions terms and the Interest Amount (each as defined in the ISDA Master Agreement), to the extent required under the ISDA Master Agreement and (iii) take such other action required under the ISDA Master Agreement. If a Delivery Amount is demanded, the Supplemental Interest Trustee shall open and maintain a segregated account meeting the requirements conditions set forth in the ISDA Corridor Contract Assignment Agreement. The Group 2 Corridor Contract and Group 3 Corridor Contract will be assets of the Trust Fund but will not be assets of any REMIC. The Master Agreement Servicer, on behalf of the Trustee, shall cause to hold cash be deposited any amounts received from time to time with respect to the Corridor Contracts into the Corridor Contract Reserve Fund. The Master Servicer, on behalf of the Trustee, shall prepare and other eligible investments pledged deliver any notices required to be delivered under the ISDA Corridor Contracts. The Master Agreement. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall not be part Servicer, on behalf of the Distribution Account Trustee, shall act as calculation agent and/or shall terminate the Corridor Contracts, in each case upon the occurrence of certain events of default or termination events to the extent specified in or pursuant to the Confirmations or the Corridor Contract Reserve Fund unless remitted to Assignment Agreement, as applicable. Upon any such accounts by the Supplemental Interest Trustee in satisfaction of the obligations of the Counterparty under the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal to the Delivery Amount is not delivered to the Supplemental Interest Trustee by the Counterpartytermination, the Supplemental Interest Trustee shall promptly provide written notice Corridor Contract Counterparty will be obligated to the Counterparty and Countrywide of such failure. Upon the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, pay the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following Master Servicer for the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those benefit of the original Corridor Contracts and (iii) the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty Trust Fund an amount in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty such termination. Any amounts received by the Trustee or the Master Servicer for the benefit of the Trust Fund, as the case may be, in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect of any Early Termination Date such termination shall be deposited and held in the Corridor Contract Reserve Fund to be distributed pay Net Rate Carryover Amounts the Group 2 or Group 3 Certificates, as applicable, as provided in Section 4.02(c) 4.09 hereof on the Distribution Dates following such early termination to and including the Distribution Date in July 2017Corridor Contract Scheduled Termination Date. On the Distribution Date in July 2017any Corridor Contract Scheduled Termination Date, after all other distributions have been to be made on such date have been made pursuant to the terms of this Agreement, if any such amounts received by the Supplemental Interest Trustee or the Master Servicer with respect thereto in respect of such early termination remain in the Corridor Contract Reserve Fund, such amounts shall be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee of any party (whether an affiliate of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amountsUBS Securities LLC.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (CHL Mortgage Pass-Through Trust 2006-3)
Corridor Contracts. No later than two Business Days following each Distribution DateThe Master Servicer shall cause the Underwriter (or its relevant affiliate) to assign all of its right, title and interest in and to the Trustee Corridor Contracts evidenced by the Confirmations to, and shall provide the Supplemental Interest Trustee with information regarding the aggregate Class Certificate Balance cause all of the LIBOR Certificates after all distributions on Underwriter's obligations in respect of such Distribution Date. Upon the Supplemental Interest Trustee obtaining actual knowledge of a Collateral Event (as defined in the ISDA Master Agreement)transactions to be assumed by, the Supplemental Interest Trustee shall (i) demand delivery on behalf of the Delivery Amount (as defined Supplemental Interest Trust, on the terms and conditions set forth in the ISDA Corridor Contract Assignment Agreement. The Corridor Contracts will not be assets of the Trust Fund nor of any REMIC. The Master Agreement) Servicer, on behalf of the Supplemental Interest Trustee, shall cause to be deposited any amounts received from the Counterparty on each Valuation Date (as defined in the ISDA Master Agreement), if applicable, (ii) deliver time to time with respect to the Counterparty Corridor Contracts into the Return Amount (Corridor Contract Reserve Fund. The Master Servicer, on behalf of the Supplemental Interest Trustee, shall prepare and deliver any notices required to be delivered under the Corridor Contracts. The Master Servicer, on behalf of the Supplemental Interest Trustee, shall act as defined calculation agent and/or shall terminate the Corridor Contracts, in each case upon the ISDA Master Agreement) on each Valuation Date, if applicable, as well as Distributions and the Interest Amount (each as defined in the ISDA Master Agreement), occurrence of certain events of default or termination events to the extent required under specified in or pursuant to the ISDA Master Agreement and (iii) take Confirmations or the Corridor Contract Assignment Agreement, as applicable. Upon any such other action required under termination, the ISDA Master Agreement. If a Delivery Amount is demanded, Corridor Contract Counterparty will be obligated to pay the Supplemental Interest Trustee shall open and maintain a segregated account meeting or the requirements set forth Master Servicer for the benefit of the Supplemental Interest Trust an amount in the ISDA Master Agreement to hold cash and other eligible investments pledged under the ISDA Master Agreementrespect of such termination. Any cash or other Eligible Collateral (as defined in the ISDA Master Agreement) pledged under the ISDA Master Agreement shall not be part of the Distribution Account or the Corridor Contract Reserve Fund unless remitted to such accounts amounts received by the Supplemental Interest Trustee in satisfaction or the Master Servicer for the benefit of the obligations of the Counterparty under the ISDA Master Agreement. If Eligible Collateral with a Value (as defined in the ISDA Master Agreement) equal to the Delivery Amount is not delivered to the Supplemental Interest Trustee by Trust, as the Counterpartycase may be, the Supplemental Interest Trustee shall promptly provide written notice to the Counterparty and Countrywide of such failure. Upon the Supplemental Interest Trustee obtaining actual knowledge of an Event of Default or Termination Event (each as defined in the ISDA Master Agreement) for which the Supplemental Interest Trustee has the right to designate an Early Termination Date (as defined in the ISDA Master Agreement), the Supplemental Interest Trustee shall act at the written direction of Countrywide as to whether to designate an Early Termination Date; provided, however, that, following such Event of Default or Termination Event and before designating an Early Termination Date, the Trustee or the Supplemental Interest Trustee shall provide written notice to each Rating Agency. Following the designation of an Early Termination Date, (i) the Supplemental Interest Trustee shall use its reasonable best efforts to enforce its rights under the ISDA Master Agreement consistent with the terms hereof, (ii) Countrywide shall assist the Supplemental Interest Trustee in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts and (iii) the Supplemental Interest Trustee shall request the Counterparty to assist in procuring replacement corridor contracts with terms that are substantially the same as those of the original Corridor Contracts. Any payment received from the Counterparty in respect of any Early Termination Date shall be used to pay any amount payable to a replacement counterparty in respect of replacement corridor contracts. In the event that replacement corridor contracts cannot be procured, any payment received from the Counterparty in respect of any Early Termination Date such termination shall be deposited and held in the Corridor Contract Reserve Fund to be distributed pay Unpaid Realized Loss Amounts and Net Rate Carryover Amounts on the related Classes of Covered Certificates as provided in Section 4.02(c) 4.09 hereof on the Distribution Dates following such early termination to and including the Distribution Date in July 2017Corridor Contract Scheduled Termination Date. On the Distribution Date in July 2017any Corridor Contract Scheduled Termination Date, after all other distributions have been to be made on such date have been made pursuant to the terms of this Agreement, if any such amounts received by the Supplemental Interest Trustee or the Master Servicer with respect thereto in respect of such early termination remain in the Corridor Contract Reserve Fund, such amounts shall be distributed by the Supplemental Interest Trustee to the Underwriter. If the obligations of the Counterparty shall become guaranteed pursuant to the guarantee of any party (whether an affiliate of the Counterparty or otherwise), then the Supplemental Interest Trustee shall promptly demand in accordance with the terms of the guarantee from such guarantor all amounts payable or deliverable by the Counterparty under a Corridor Contract in the event that the Counterparty fails to make timely payment or delivery of such amountsUBS Securities LLC.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (CHL Mortgage Pass-Through Trust 2006-Oa5)