Common use of Covenants of the Trust Depositor Clause in Contracts

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution to ACAS, or make any distribution on or in respect of its membership interests to ACAS, or repay the principal amount of any indebtedness of the Trust Depositor held by ACAS, unless (x) after giving effect to such payment, distribution or repayment, the Trust Depositor’s liquid assets shall not be less than the amount of actual damages claimed in such litigation or (y) the Rating Agencies shall not downgrade the then existing rating, if any, on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated bankrupt or insolvent, (ii) consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) cause or permit the Trust to make any assignment for the benefit of creditors, (vi) admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate of formation, limited liability company operating agreement and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, prior to the occurrence of the event specified in subsection 9.01(e), such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or institute proceedings for it to be adjudicated bankrupt or insolvent, (iii) consent to the institution of bankruptcy or insolvency proceedings against it, (iv) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) make any assignment for the benefit of creditors, (vii) admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action.

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Lawapplicable law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution dividend to ACASOCAI, or make any distribution on or in respect of its membership interests capital stock to ACASOCAI, or repay the principal amount of any indebtedness of the Trust Depositor held by ACASOCAI, unless (xi) after giving effect to such payment, distribution or repayment, the Trust Depositor’s 's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (yii) the Rating Agencies shall not downgrade the then existing rating, if any, rating on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated a bankrupt or insolvent, (ii) or consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) Trust or cause or permit the Trust to make any assignment for the benefit of creditors, (vi) or admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate articles of formationincorporation, limited liability company operating agreement by-laws and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, party and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, that prior to the occurrence of the event specified in subsection Section 9.01(e), ) such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or dissolve, institute proceedings for it to be adjudicated a bankrupt or insolvent, (iii) or consent to the institution of bankruptcy or insolvency proceedings against it, (iv) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) or make any assignment for the benefit of creditors, (vii) or admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action.. ARTICLE THREE

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution to ACAS, or make any distribution on or in respect of its membership interests to ACAS, or repay the principal amount of any indebtedness of the Trust Depositor held by ACAS, unless (xi) after giving effect to such payment, distribution or repayment, the Trust Depositor’s liquid assets shall not be less than the amount of actual damages claimed in such litigation or (yii) the Rating Agencies shall not downgrade the then existing rating, if any, on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated bankrupt or insolvent, (ii) consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) cause or permit the Trust to make any assignment for the benefit of creditors, (vi) admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate of formation, limited liability company operating agreement and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, prior to the occurrence of the event specified in subsection 9.01(e9.01 (e), such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or institute proceedings for it to be adjudicated bankrupt or insolvent, (iii) consent to the institution of bankruptcy or insolvency proceedings against it, (iv) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) make any assignment for the benefit of creditors, (vii) admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action.

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Lawapplicable law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution dividend to ACASthe Servicer, or make any distribution on or in respect of its membership interests capital stock to ACASthe Servicer, or repay the principal amount of any indebtedness of the Trust Depositor held by ACASthe Servicer, unless (xi) after giving effect to such payment, distribution or repayment, the Trust Depositor’s 's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (yii) the Rating Agencies shall not downgrade the then existing rating, if any, rating on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated a bankrupt or insolvent, (ii) or consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) Trust or cause or permit the Trust to make any assignment for the benefit of creditors, (vi) or admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate articles of formationincorporation, limited liability company operating agreement by-laws and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, party and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, that prior to the occurrence of the event specified in subsection Section 9.01(e), ) such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or dissolve, institute proceedings for it to be adjudicated a bankrupt or insolvent, (iii) or consent to the institution of bankruptcy or insolvency proceedings against it, (iv) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) or make any assignment for the benefit of creditors, (vii) or admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action; and (f) it shall not transfer the Certificate unless the transferee agrees that it shall comply with the provisions of paragraph (b) above.

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Lawapplicable law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution dividend to ACASthe Servicer, or make any distribution on or in respect of its membership interests capital stock to ACASthe Servicer, or repay the principal amount of any indebtedness of the Trust Depositor held by ACASthe Servicer, unless (xi) after giving effect to such payment, distribution or repayment, the Trust Depositor’s 's liquid assets shall not be less than the amount of actual damages claimed in such litigation or (yii) the Rating Agencies shall not downgrade the then existing rating, if any, rating on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated a bankrupt or insolvent, (ii) or consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) Trust or cause or permit the Trust to make any assignment for the benefit of creditors, (vi) or admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate articles of formationincorporation, limited liability company operating agreement by-laws and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, party and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, that prior to the occurrence of the event specified in subsection Section 9.01(e), ) such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or dissolve, institute proceedings for it to be adjudicated a bankrupt or insolvent, (iii) or consent to the institution of bankruptcy or insolvency proceedings against it, (iv) or file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) or consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) or make any assignment for the benefit of creditors, (vii) or admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action.. ARTICLE THREE

Covenants of the Trust Depositor. The Trust Depositor agrees and covenants that during the term of this Agreement, and to the fullest extent permitted by Requirements of Law, that: (a) in the event that (i) the Certificate Balance shall be reduced by realized losses and (ii) any litigation with claims in excess of $1,000,000 to which the Trust Depositor is a party which shall be reasonably likely to result in a material judgment against the Trust Depositor that the Trust Depositor will not be able to satisfy shall be commenced, during the period beginning immediately following the commencement of such litigation and continuing until such litigation is dismissed or otherwise terminated (and, if such litigation has resulted in a final judgment against the Trust Depositor, such judgment has been satisfied), the Trust Depositor shall not pay any distribution to ACAS, or make any distribution on or in respect of its membership interests to ACAS, or repay the principal amount of any indebtedness of the Trust Depositor held by ACAS, unless (x) after giving effect to such payment, distribution or repayment, the Trust Depositor’s liquid assets shall not be less than the amount of actual damages claimed in such litigation or (y) the Rating Agencies shall not downgrade the then existing rating, if any, on the Trust Certificate with respect to any such payment, distribution or repayment; (b) it shall not, for any reason, (i) institute proceedings for the Trust to be adjudicated bankrupt or insolvent, (ii) consent to the institution of bankruptcy or insolvency proceedings against the Trust, (iii) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to the bankruptcy of the Trust, (iv) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of the Trust or a substantial part of the property of the Trust, (v) cause or permit the Trust to make any assignment for the benefit of creditors, (vi) admit in writing the inability of the Trust to pay its debts generally as they become due, or (vii) declare or effect a moratorium on the debt of the Trust or take any action in furtherance of any such action; (c) it shall not create, incur or suffer to exist any indebtedness or engage in any business, except, in each case, as permitted by its certificate of formation, limited liability company operating agreement and the Transaction Documents; (d) it shall obtain from each other party to each Transaction Document to which it or the Trust is a party, and each other agreement entered into on or after the date hereof to which it or the Trust is a party, an agreement by each such counterparty that, prior to the occurrence of the event specified in subsection Section 9.01(e), such counterparty shall not institute against, or join any other Person in instituting against, it or the Trust, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other similar proceedings under the laws of the United States or any state of the United States; and (e) it shall not, for any reason, (i) withdraw or attempt to withdraw from this Agreement, (ii) dissolve or institute proceedings for it to be adjudicated bankrupt or insolvent, (iii) consent to the institution of bankruptcy or insolvency proceedings against it, (iv) file a petition seeking or consenting to reorganization or relief under any applicable federal or state law relating to bankruptcy, (v) consent to the appointment of a receiver, liquidator, assignee, trustee, sequestrator (or other similar official) of it or a substantial part of its property, (vi) make any assignment for the benefit of creditors, (vii) admit in writing its inability to pay its debts generally as they become due, or (viii) declare or effect a moratorium on its debt or take any action in furtherance of any such action.