Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 1622 contracts
Samples: Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2001), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 1998), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 1999)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "“Delivery Period"”). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 391 contracts
Samples: Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2459), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2463), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2458)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter letter of Credit credit in the amount necessary to settle any contracts for the purchase of Securities securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed under the "Trust Portfolio" in the Schedules to the Reference Trust Agreement Prospectus in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on in said Schedules Prospectus which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement SecuritiesBonds, such funds, to the extent of the purchase price of Failed failed Contract Securities for which no Replacement Security Bonds were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Principal Account and distributed pursuant to Section 3.05 3.06 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities Bonds or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 111 contracts
Samples: Reference Trust Agreement (Guggenheim Defined Portfolios, Series 1666), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 1765), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 1727)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter letter of Credit credit in the amount necessary to settle any contracts for the purchase of Securities securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed under the “Trust Portfolio” in the Schedules to the Reference Trust Agreement Prospectus in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on in said Schedules Prospectus which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "“Delivery Period"”). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement SecuritiesBonds, such funds, to the extent of the purchase price of Failed failed Contract Securities for which no Replacement Security Bonds were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Principal Account and distributed pursuant to Section 3.05 3.06 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities Bonds or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 17 contracts
Samples: Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2380), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2377), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2379)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, Depositor has deposited or will deposit with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "“Delivery Period"”). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board. The Depositor, on the date of the Trust Agreement, has also deposited with the Trustee in trust an amount of cash to be deposited in the Reserve Account described in Section 3.04 and reserved for the payment of organization costs pursuant to Section 3.01 and any Creation and Development Fee pursuant to Section 3.22. Notwithstanding anything in Section 3.04, cash held in the Reserve Account that is reserved for payment of the foregoing fees and expenses (including Cash deposited pursuant to Section 2.05) shall not be withdrawn from the Reserve Account or distributed to any unitholder prior to termination of the Trust for any other purpose except upon the instruction of the Depositor after determination that such amounts are no longer necessary for payment of such fees and expenses.
Appears in 16 contracts
Samples: Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2433), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2432), Reference Trust Agreement (Guggenheim Defined Portfolios, Series 2416)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery PeriodDELIVERY PERIOD"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 12 contracts
Samples: Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 201), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 205), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 204)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter letter of Credit credit in the amount necessary to settle any contracts for the purchase of Securities securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed under "The Trust Portfolio" in the Schedules to the Reference Trust Agreement Prospectus in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on in said Schedules Prospectus which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement SecuritiesBonds, such funds, to the extent of the purchase price of Failed failed Contract Securities for which no Replacement Security Bonds were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Principal Account and distributed pursuant to Section 3.05 3.06 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities Bonds or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 10 contracts
Samples: Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 233), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 246), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 228)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter letter of Credit credit in the amount necessary to settle any contracts for the purchase of Securities securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed under "The Trust Portfolio" in the Schedules to the Reference Trust Agreement Prospectus in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on in said Schedules Prospectus which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery PeriodDELIVERY PERIOD"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement SecuritiesBonds, such funds, to the extent of the purchase price of Failed failed Contract Securities for which no Replacement Security Bonds were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Principal Account and distributed pursuant to Section 3.05 3.06 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities Bonds or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 5 contracts
Samples: Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 202), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 188), Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 199)
Deposit of Securities. The Depositor, on concurrently with the date execution and delivery of the applicable Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedule or Schedules attached to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed administered and applied by the Trustee as herein providedprovided and/or cash (or a letter of credit in lieu of cash) with written instructions to the Trustee to purchase one or more of such Securities which cash (or cash in an amount equal to the face amount of the letter of credit), to the extent not used by the Trustee to purchase such Securities within the 90-day period following the first deposit of Securities in the Trust, shall be distributed to Unit Holders on the Distribution Date next following such 90-day period or such earlier date as the Depositor and the Trustee determine. In the event that the purchase of Securities represented by "when-issued" and/or "regular way" contracts shall not be consummated in accordance with said contracts, the Trustee shall credit to the Principal Account pursuant to Section 3.03 hereof the cash or cash equivalents (including such portion of any letter of credit applicable to such contracts) deposited by the Depositor for the purpose of such purchase. Such monies, unless invested in substitute Securities in accordance with Section 3.07 hereof, shall be distributed to Unit Holders pursuant to Section 3.05 hereof on the second Distribution Date following the failure of consummation of such purchase or such earlier date as the Depositor and the Trustee determine. The Depositor shall deliver the Securities listed on said Schedule or Schedules to the Trustee which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar 90 days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicableSection 3.07 applies, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for within such shorter period as is specified in Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor3.07. The Trustee is hereby irrevocably authorized hereby to effect registration or of transfer of the Securities in fully registered form to in the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Boardnominee.
Appears in 2 contracts
Samples: Trust Indenture and Agreement (National Equity Trust Otc Growth Trust Series 5), Trust Indenture and Agreement (National Equity Trust Low Five Portfolio Series 31)
Deposit of Securities. The DepositorDepositors, on concurrently with --------------------- the date execution and delivery of the a Reference Trust Agreement, has have deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules Schedule A to the Reference Trust Agreement in bearer form or registered in the name of the Trustee, or its nominee, or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. In the event that the purchase of Securities represented by contracts shall not be consummated in accordance with said contracts, the Trustee shall credit to the Principal Account pursuant to Section 3.3 hereof the cash or cash equivalents (including such portion of any letter of credit applicable to such contracts) deposited by the Depositors, for the purpose of such purchase. Such moneys, unless invested in Substitute Securities in accordance with Section 3.7 hereof, shall be distributed to Unitholders pursuant to Section 3.5 hereof on the Distribution Date following the failure of consummation of such purchase. The Depositor Depositors shall deliver the Securities listed on said Schedule A or Schedules to the Trustee which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar 90 days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicableSection 3.7 applies, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for within such shorter period as is specified in Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor3.7. The Trustee is hereby irrevocably authorized hereby to effect registration or of transfer of the Securities in fully registered form to in the name of the Trustee or its nominee. When and as directed by the Depositors, the Trustee or Distribution Agent shall accept securities and cash to the name of its nominee or to hold the Securities be deposited in a clearing agency registered with New Series in exchange for Units of the Securities and Exchange Commission or New Series from persons other than Unitholders participating in a book entry system operated rollover option. Notwithstanding the fact that any Unitholder may acquire Units of the Trust by purchase or by in-kind contribution, the Depositors will not deposit Securities received by the Federal Reserve BoardDepositors on termination, or through a redemption of Units, of a series of the Trust to a subsequent series of the Trust.
Appears in 2 contracts
Samples: Trust Indenture and Agreement (Schwab Trusts Schwab Ten Trusts 2001 Series B), Trust Indenture and Agreement (Schwab Trusts Schwab Ten Trust 2000 Series B)
Deposit of Securities. The Depositor, on concurrently with the date execution and delivery of the applicable Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedule or Schedules attached to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed administered and applied by the Trustee as herein providedprovided and/or cash (or a letter of credit in lieu of cash) with written instructions to the Trustee to purchase one or more of such Securities which cash (or cash in an amount equal to the face amount of the letter of credit), to the extent not used by the Trustee to purchase such Securities within the 90-day period following the first deposit of Securities in the Trust, shall be distributed to Unit Holders on the Distribution Date next following such 90-day period or such earlier date as the Depositor and the Trustee determine. Concurrent with the deposit of Securities pursuant to this Section 2.01, the Depositor has transferred its obligation under the Purchase Right to the Trustee which Purchase Right will be reflected in an account to be established by the Trustee. In the event that the purchase of Securities represented by "when-issued" and/or "regular way" contracts shall not be consummated in accordance with said contracts, the Trustee shall credit to the Principal Account pursuant to Section 3.03 hereof the cash or cash equivalents (including such portion of any letter of credit applicable to such contracts) deposited by the Depositor for the purpose of such purchase. Such monies, unless invested in substitute Securities in accordance with Section 3.07 hereof, shall be distributed to Unit Holders pursuant to Section 3.05 hereof on the second Distribution Date following the failure of consummation of such purchase or such earlier date as the Depositor and the Trustee determine. The Depositor shall deliver the Securities listed on said Schedule or Schedules to the Trustee which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar 90 days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicableSection 3.07 applies, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for within such shorter period as is specified in Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor3.07. The Trustee is hereby irrevocably authorized hereby to effect registration or of transfer of the Securities in fully registered form to in the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Boardnominee.
Appears in 2 contracts
Samples: Trust Indenture and Agreement (National Equity Tr Short Term Low 5 Cover Write Opt Tr Ser 1), Trust Indenture and Agreement (National Equity Tr Short Term Low 5 Cover Write Opt Tr Ser 1)
Deposit of Securities. (a) The Depositor, on concurrently with the date execution and delivery hereof, hereby grants and conveys all of the Reference Trust Agreementits right, has deposited title and interest in and to and hereby conveys to and deposits with the Trustee in trust an irrevocable Trust the Securities and confirmations of contracts (or cash or a Letter of Credit to purchase Securities, including Contract Securities, listed in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant Schedule A to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities form, to be held, managed and applied by the Trustee as herein providedprovided for the benefit of each Unitholder to the extent of such Unitholder's interest in the Trust Fund. The Depositor hereby also delivers to the Trustee a certified check or checks, cash or cash equivalents or an irrevocable letter or letters of credit issued by a commercial bank or banks in an amount necessary to consummate the purchase of any Securities or Contract Securities. In the event any Securities have not been delivered to the Trustee on or before the close of business of the Trustee on the day before the date of expiration of any letter or letters of credit, the Trustee is hereby directed to draw on such letter or letters of credit unless the Depositor has either extended or replaced such letter or letters on or before such close of business.
(1) If a Trust has not elected to be treated as a "regulated investment company" as defined in the Internal Revenue Code, the following shall apply: (i) From time to time following the Initial Date of Deposit for a Trust, the Depositor is hereby authorized, in its discretion, to assign, convey to and deposit with the Trustee (x) additional Securities for such Trust, duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form, or (y) Contract Securities relating to such additional Securities, accompanied by cash and/or Letter(s) of Credit as specified in paragraph (c) of this Section 2.01. In lieu of additional Securities or Contract Securities, the Depositor may deposit with the Trustee cash (or a Letter of Credit) in an amount equal to the valuation made in accordance with Section 4.01 for the date of such deposit of the additional Securities not delivered or represented by Contract Securities together with instructions to purchase such additional Securities specifying the purchase price or price range and containing such information as the Trustee may require to settle said transactions. Except as provided in the following subparagraphs (ii), (iii) and (iv), the Depositor in each case shall ensure that each deposit of additional Securities pursuant to this Section shall be, as nearly as is practicable, equal to the original percentage relationship among the number of shares of each Security as is specified in the Prospectus for such Trust Fund, adjusted as hereinafter provided (the "Percentage Ratio"). The Percentage Ratio shall be adjusted, as directed by the Depositor, to reflect (1) the deposit of New Securities, (2) the sale of Securities pursuant to Sections 3.06, 3.08, 3.12, 5.02 or otherwise as provided hereunder, and (3) the occurrence of any stock dividend, stock splits, receipt of securities under Section 3.08, redemptions, or similar events. Any brokerage fees related to the purchase of Securities deposited in the Trust Fund after the Initial Date of Deposit shall be an expense of such Trust Fund. The Depositor shall deliver the additional Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery deposit of the Reference Trust Agreement additional Securities and which were represented by Contract Securities to the Trustee Obligations within 10 calendar days after said execution and delivery such deposit of additional Securities (the "Additional Securities Delivery Period"). In If a contract to buy such Securities between the event that Depositor and seller is terminated by the purchase seller thereof for any reason beyond the control of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract the Depositor or if the Securities represented by Contract for any other reason such Securities are not delivered to a the Trust in accordance with this Section 2.01 and by the moneys, or, if applicableend of the Additional Securities Delivery Period for such deposit, the moneys drawn Trustee shall immediately draw on the Letter of Credit, deposited if any, in amounts sufficient to settle such contract, apply the monies in accordance with Section 2.01(d), and the Depositor shall forthwith take the remedial action specified in Section 3.10. If the Depositor does not take the action specified in Section 3.10 within 10 calendar days of the end of the Additional Securities Delivery Period, the Trustee shall forthwith take the action specified in Section 3.10. When requested by the Trustee, the Depositor shall arrange for the execution of purchases in accordance with such instructions; the Depositor shall be entitled to compensation therefor in accordance with applicable law and regulations. The Trustee shall have no liability for any loss or depreciation resulting from any purchase made pursuant to the Depositor's instructions or made by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Boardbroker.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Nuveen Unit Trusts Series 103)
Deposit of Securities. (a) The DepositorSponsor concurrently with the execution and delivery hereof, on the date hereby grants and conveys all of the Reference Trust Agreementits right, has deposited title and interest in and to and hereby conveys to and deposits with the Trustee in trust an irrevocable Trust, the Securities (together with accrued and contracts (or cash or a Letter of Credit unpaid income thereon) and Contract Securities, listed in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant Schedule A to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or Indenture, duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities form, to be held, managed and applied by the Trustee as herein providedprovided for the benefit of each Unitholder to the extent of such Unitholder's interest in the Trust Fund. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities Sponsor hereby also delivers to the Trustee within 10 calendar days after said execution a certified check or checks, cash or cash equivalents or an irrevocable letter or letters of credit issued by a commercial bank or banks in an amount necessary to consummate the purchase of any Contract Securities. The Percentage Ratios for the Trust Fund shall be the percentage ratios between the number of shares of each issue of stock and delivery the face amount of the Treasury Obligations in such Trust deposited in such Trust Fund on the initial date of deposit thereof (the "Delivery PeriodInitial Date of Deposit") and determined by reference to Schedule A to the Indenture for such Trust Fund. Such Percentage Ratios are subject to adjustment to reflect the occurrence of (i) a stock split or a similar event which affects the capital structure of the issuer of a stock but which does not affect the Trust's percentage ownership of the common stock equity of such issuer at the time of such event, (ii) a merger or reorganization, (iii) sale of any Securities from the Trust portfolio, or (iv) Securities deposited pursuant to Section 2.02(b). Stock dividends received by the Trust, if any, pursuant to Section 3.07(d) will be sold by the Trustee and the proceeds therefrom shall be treated as income to the Trust.
(b) In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if contracts, moneys held for the Securities represented by purchase of such Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed the Trustee, as directed by the Sponsor, shall either (1) use the cash held or available under a letter or letters of credit to purchase other stock or stocks having characteristics sufficiently similar to the stocks originally deposited or (2) distribute such moneys pursuant to Section 3.05 3.04 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor Sponsor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on .
(c) From time to time, following the Letter Initial Date of Credit which are not used Deposit, the Sponsor is hereby authorized, in its discretion to cause the Trustee to issue additional Units pursuant to a Supplemental Indenture directing such additional Units to be created based upon the following:
(1) the deposit of additional Securities in respect of such additional Units and/or contracts for the purchase of such additional Securities; and/or
(2) the deposit of cash in an amount to purchase Replacement such additional Securities based upon the price of such additional Securities at the Valuation Time on such date of deposit. To accomplish the issuance of additional Units by means of a deposit of additional Securities, the Sponsor is authorized to assign, convey to and deposit with the Trustee (i) additional Securities, duly endorsed in blank or are not used accompanied by all necessary instruments of assignment, and/or (ii) contracts for the purchase of such additional Securities, and the Sponsor shall transfer and deliver such necessary instruments of assignment and/or contracts for the purchase of such additional Securities to provide refunds the Trustee along with a certified check or checks, cash, cash equivalents or an irrevocable letter or letters of credit issued by a commercial bank in an amount necessary to Unitholders consummate the purchase of any such additional Securities represented by contracts for the purchase of additional Securities. To accomplish the issuance of additional Units by means of depositing sufficient cash amounts with the Trustee to enable the Trustee to purchase and deposit the additional Securities, the Sponsor is hereby authorized to, and shall, instruct the Trustee to create a specified number of additional Units whereupon the Trustee shall purchase and deposit the additional Securities in respect thereof. Brokerage commissions with respect to the Trustee's purchase of additional Securities, if any, shall be paid an expense borne by the Trust. In all cases of creating additional Units, the Sponsor shall also pay to the DepositorTrustee for deposit into the Income Account an amount equal to the Cash Component per Unit (as defined below), multiplied by the number of new Units created in respect of the additional Securities deposited into the Trust Fund pursuant to this Section 2.02(c). For purposes of this paragraph, Cash Component means cash on hand in the Trust Fund (excluding cash held for the purchase of Contract Securities) and/or cash receivable by the Trust as of the date of the deposit of additional Securities, reduced by payables and accrued expenses and amounts allocated for redemption of Units or for distribution to holders of record as of a preceding Record Date. Such purchase and deposit of additional Securities shall be made, in each case, pursuant to a Supplemental Indenture. The Sponsor, if depositing additional Securities with the Trustee pursuant to this Section 2.02(c), and the Trustee, if purchasing additional Securities with amounts provided to it by the Sponsor pursuant to this Section 2.02(c), in each case shall ensure that each deposit of additional Securities pursuant to this Section shall be made so as to maintain as closely as practicable the Percentage Ratios for such Securities determined by reference to Schedule A of the Trust Indenture for each Trust Fund and subject to adjustment as provided herein. The Securities deposited pursuant to this Section 2.02 are comprised of (1) the Securities set forth in Schedule A of the Trust Indenture, (2) any additional deposits of Securities made in connection with the reinvestment of cash proceeds in accordance with Section 3.02 and pursuant to the provisions of Section 3.15, (3) any Treasury Securities which may be deposited as temporary reinvestment for sale proceeds pursuant to Section 3.02, and (4) additional deposits of Securities pursuant to Section 2.02(b) and this Section 2.02(c). Such additional Securities shall be held, managed and applied by the Trustee as herein provided and as provided in the applicable Trust Indenture.
(d) The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities nominee of its agent."
Section 3.01 shall be deleted in a clearing agency registered with its entirety and the Securities and Exchange Commission or following text shall be inserted in a book entry system operated by the Federal Reserve Board.its place:
Appears in 1 contract
Samples: Trust Indenture and Agreement (Painewebber Equity Trust Growth Stock Series 20)
Deposit of Securities. (a) The Depositor, on concurrently with the date execution and delivery hereof, hereby grants and conveys all of the Reference Trust Agreementits right, has deposited title and interest in and to and hereby conveys to and deposits with the Trustee in trust an irrevocable Trust the Securities and confirmations of contracts (or cash or a Letter of Credit to purchase Securities, including Contract Securities, listed in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant Schedule A to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities form, to be held, managed and applied by the Trustee as herein providedprovided for the benefit of each Unitholder to the extent of such Unitholder's interest in the Trust Fund. The Depositor hereby also delivers to the Trustee a certified check or checks, cash or cash equivalents or an irrevocable letter or letters of credit issued by a commercial bank or banks in an amount necessary to consummate the purchase of any Securities or Contract Securities. In the event any Securities have not been delivered to the Trustee on or before the close of business of the Trustee on the day before the date of expiration of any letter or letters of credit, the Trustee is hereby directed to draw on such letter or letters of credit unless the Depositor has either extended or replaced such letter or letters on or before such close of business.
(1) From time to time following the Initial Date of Deposit for a Trust, the Depositor is hereby authorized, in its discretion, to assign, convey to and deposit with the Trustee (i) additional Securities for such Trust, duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form, or (ii) Contract Securities relating to such additional Securities, accompanied by cash and/or Letter(s) of Credit as specified in paragraph (c) of this Section 2.01. In lieu of additional Securities or Contract Securities, the Depositor may deposit with the Trustee cash (or a Letter of Credit) in an amount equal to the valuation made in accordance with Section 4.01 for the date of such deposit of the additional Securities not delivered or represented by Contract Securities together with instructions to purchase such additional Securities containing such information as the Trustee may require to settle said transactions. Each deposit of additional Securities shall be made pursuant to an executed Supplemental Trust Agreement. Except as provided in the following subparagraphs (2), (3) and (4), the Depositor in each case shall ensure that each deposit of additional Securities pursuant to this Section shall be, as nearly as is practicable, equal to the original percentage relationship among the number of shares of each Security as is specified in the Prospectus for such Trust Fund (the "Percentage Ratio"). The Depositor shall obtain an opinion of counsel satisfactory to the Depositor as to the validity of each deposit of additional Securities. Any brokerage fees related to the purchase of Securities deposited in the Trust Fund after the Initial Date of Deposit shall be an expense of such Trust Fund. The Depositor shall deliver the additional Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery deposit of the Reference Trust Agreement additional Securities and which were represented by Contract Securities to the Trustee Obligations within 10 calendar days after said execution and delivery such deposit of additional Securities (the "Delivery PeriodADDITIONAL SECURITIES DELIVERY PERIOD"). In If a contract to buy such Securities between the event that Depositor and seller is terminated by the purchase seller thereof for any reason beyond the control of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract the Depositor or if the Securities represented by Contract for any other reason such Securities are not delivered to a the Trust in accordance with this Section 2.01 and by the moneys, or, if applicableend of the Additional Securities Delivery Period for such deposit, the moneys drawn Trustee shall immediately draw on the Letter of Credit, deposited if any, in amounts sufficient to settle such contract, apply the monies in accordance with Section 2.01(d), and the Depositor shall forthwith take the remedial action specified in Section 3.10. If the Depositor does not take the action specified in Section 3.10 within 10 calendar days of the end of the Additional Securities Delivery Period, the Trustee shall forthwith take the action specified in Section 3.10. When requested by the Trustee, the Depositor shall arrange for the execution of purchases in accordance with such instructions; the Depositor shall be entitled to compensation therefor in accordance with applicable law and regulations. The Trustee shall have no liability for any loss or depreciation resulting from any purchase made pursuant to the Depositor's instructions or made by the Depositor are not utilized for Section 3.17 purchases as broker.
(2) Additional Securities (or Contract Securities therefor) may, at the Depositor's discretion, be deposited or purchased in round lots. If the amount of the deposit is insufficient to acquire round lots of each Security to be acquired, the additional Securities shall be deposited or purchased in the order of the Security in the Trust most under-represented immediately before the deposit with respect to the Percentage Ratio.
(3) If at the time of a deposit of additional Securities, Securities of an issue deposited on the Initial Date of Deposit (or of an issue of Replacement SecuritiesSecurities acquired to replace an issue deposited on the Initial Date of Deposit) are unavailable, such fundscannot be purchased at reasonable prices or their purchase is prohibited or restricted by applicable law, regulation or policies, the Depositor may (i) deposit, or instruct the Trustee to purchase, in lieu thereof, another issue of Securities or Replacement Securities or (ii) deposit cash or a letter of credit in an amount equal to the extent valuation of the purchase price issue of Failed Securities whose acquisition is not feasible with instructions to acquire such Securities of such issue when they become available.
(4) Any contrary authorization in the preceding subparagraphs (1) through (3) notwithstanding, deposits of additional Securities made after the 90-day period immediately following the Initial Date of Deposit (except for deposits made to replace failed Contract Securities for which no Replacement Security were acquired ("Special Securities") if such deposits occur within 20 days from the date of a failure occurring within such initial 90-day period) shall maintain exactly the Percentage Ratio existing immediately prior to such deposit.
(5) In connection with and at the time of any deposit of additional Securities pursuant to Section 3.17this section 2.01(b), plus all amounts described the Depositor shall exactly replicate Cash (as defined below) received or receivable by the Trust as of the date of such deposit. For purposes of this paragraph, "Cash" means, as to the Capital Account, cash or other property (other than Securities) on hand in the next succeeding sentence, shall Capital Account or receivable and to be credited to the Capital Account and as of the date of the deposit (other than amounts to be distributed solely to persons other than holders of Units created by the deposit) and, as to the Income Account, cash or other property (other than Securities) received by the Trust as of the date of the deposit or receivable by the Trust in respect of a record date for payment on a Security which has occurred or will occur before the Trust will be the holder of record of a Security, reduced by the amount of any cash or other property received or receivable on any Security allocable (in accordance with the Trustee's calculations of distributions from the Income Account pursuant to Section 3.05 3.05) to Unitholders a distribution made or to be made in respect of record as of the Income Account a Record Date next following occurring prior to the failure of consummation of such purchasedeposit. The Depositor shall cause to Such replication will be refunded to each Unitholder his pro rata portion of the sales charge levied made on the sale basis of a fraction, the numerator of which is the number of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on created by the Letter deposit and the denominator of Credit which is the number of Units which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid outstanding immediately prior to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Boarddeposit.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Voyageur Unit Investment Trust Series 9)
Deposit of Securities. The Depositor, on concurrently with --------------------- the date execution and delivery of the a Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules Schedule A to the Reference Trust Agreement in bearer form or registered in the name of the Trustee, or its nominee, or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. In the event that the purchase of Securities represented by contracts shall not be consummated in accordance with said contracts, the Trustee shall credit to the Principal Account pursuant to Section 3.3 hereof the cash or cash equivalents (including such portion of any letter of credit applicable to such contracts) deposited by the Depositor, for the purpose of such purchase. Such moneys, unless invested in Substitute Securities in accordance with Section 3.7 hereof, shall be distributed to Unitholders pursuant to Section 3.5 hereof on the Distribution Date following the failure of consummation of such purchase. The Depositor shall deliver the Securities listed on said Schedule A or Schedules to the Trustee which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar 90 days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicableSection 3.7 applies, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for within such shorter period as is specified in Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor3.7. The Trustee is hereby irrevocably authorized hereby to effect registration or of transfer of the Securities in fully registered form to in the name of the Trustee or its nominee. When and as directed by the Depositor, the Trustee or Distribution Agent shall accept securities and cash to the name of its nominee or to hold the Securities be deposited in a clearing agency registered with New Series in exchange for Units of the Securities and Exchange Commission or New Series from persons other than Unitholders participating in a book entry system operated rollover option. Notwithstanding the fact that any Unitholder may acquire Units of the Trust by purchase or by in-kind contribution, the Depositor will not deposit Securities received by the Federal Reserve BoardDepositor on termination, or through a redemption of Units, of a series of the Trust to a subsequent series of the Trust.
Appears in 1 contract
Samples: Trust Indenture and Agreement (Equity Securities Trust Series 26 Equits Ii)
Deposit of Securities. (a) The Depositor, on concurrently with the date execution and delivery hereof, hereby grants and conveys all of the Reference Trust Agreementits right, has deposited title and interest in and to and hereby conveys to and deposits with the Trustee in trust an irrevocable Trust the Securities and confirmations of contracts (to purchase Securities, including Contract Securities, listed in Schedule A to the Trust Agreement duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form, to be held, managed and applied by the Trustee as herein provided for the benefit of each Unitholder to the extent of such Unitholder's interest in the Trust Fund. The Depositor hereby also delivers to the Trustee a certified check or checks, cash or cash equivalents or an irrevocable letter or letters of credit issued by a Letter of Credit commercial bank or banks in the an amount necessary to settle any contracts for consummate the purchase of any Securities entered into by or Contract Securities. In the event any Securities have not been delivered to the Trustee pursuant to on or before the instructions close of business of the DepositorTrustee on the day before the date of expiration of any letter or letters of credit, the Trustee is hereby directed to draw on such letter or letters of credit unless the Depositor has either extended or replaced such letter or letters on or before such close of business.
(b) From time to time following the Initial Date of Deposit for a Trust, the purchase of Contract Depositor is hereby authorized, in its discretion, to assign, convey to and deposit with the Trustee additional Securities listed in the Schedules to the Reference Trust Agreement in bearer form or for such Trust, duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form (or Contract Securities relating to such Securities Securities), to be held, managed and applied by the Trustee as herein provided. In lieu of additional Securities or Contract Securities, the Depositor may deposit with the Trustee cash (or a letter of credit) in an amount equal to the valuation made in accordance with Section 4.01 for the date of such deposit of the additional Securities not delivered or represented by Contract Securities together with instructions to purchase such additional Securities containing such information as the Trustee may require to settle said transactions. Each deposit of additional Securities shall be made pursuant to an executed Supplemental Trust Agreement. The Depositor in each case shall ensure that each deposit of additional Securities pursuant to this Section shall be, as nearly as is practicable, equal to the original percentage relationship among the number of shares of each Security as is specified in the Prospectus for such Trust Fund. The Depositor shall obtain an opinion of counsel satisfactory to the Depositor as to the validity of each deposit of additional Securities. Any brokerage fees related to the purchase of Securities deposited in the Trust Fund after the Initial Date of Deposit shall be an expense of such Trust Fund. The Depositor shall deliver the additional Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery deposit of the Reference Trust Agreement additional Securities and which were represented by Contract Securities to the Trustee Obligations within 10 calendar days after said execution and delivery such deposit of additional Securities (the "Delivery PeriodADDITIONAL SECURITIES DELIVERY PERIOD"). If a contract to buy such Securities between the Depositor and seller is terminated by the seller thereof for any reason beyond the control of the Depositor or if for any other reason such Securities are not delivered to the Trust by the end of the Additional Securities Delivery Period for such deposit, the Trustee shall immediately draw on the Letter of Credit, if any amounts, in sufficient to settle such contract apply the monies in accordance with Section 2.01(d), and the Depositor shall forthwith take the remedial action specified in Section 3.10. If the Depositor does not take the action specified in Section 3.10 within 10 calendar days of the end of the Additional Securities Delivery Period, the Trustee shall forthwith take the action specified in Section 3.10.
(c) In connection with the deposits described in Section 2.01(a) and (b), the Depositor has, in the case of Section 2.01(a) deposits, and, prior to the Trustee accepting a Section 2.01(b) deposit, will, deposit cash and/or Letter(s) of Credit in an amount sufficient to purchase the Contract Obligations (the "PURCHASE AMOUNT") relating to Securities which are not actually delivered to the Trustee at the time of such deposit, the terms of which unconditionally allow the Trustee to draw on the full amount of the available Letter of Credit. The Trustee may deposit such cash or cash drawn on the Letter of Credit in a non-interest bearing account for the Trust.
(d) In the event that the purchase of Securities or Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by a Contract Securities Obligation are not delivered to a the Trust in accordance with this Section 2.01 2.01(a) or 2.01(b) and the moneysmonies, or, if applicable, the moneys monies drawn on the Letter of Credit, deposited by the Depositor are not utilized utilized, and the Depositor does not, on or before the third Business Day prior to the next following Distribution Date, direct the Trustee to utilize monies deposited for Section 3.17 purchases the purchase of Replacement Securities or Replacement Contract Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, Trustee shall be credited credit to the Capital Account and referred to in Section 3.02 the monies, or, if applicable, the monies drawn on an irrevocable letter of credit, deposited by the Depositor for the purpose of such purchase. Such funds shall be distributed pursuant to Section 3.05 3.04 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Security or Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. .
(e) The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee nominee.
(f) In connection with and at the time of any deposit of additional Securities pursuant to Section 2.01(b), the Depositor shall exactly replicate Cash (as defined below) received or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated receivable by the Federal Reserve BoardTrust as of the date of such deposit. For purposes of this paragraph, "CASH" means, as to the Capital Account, cash or other property (other than Securities) on hand in the Capital Account or receivable and to be credited to the Capital Account as of the date of the deposit (other than amounts to be distributed solely to persons other than holders of Units created by the deposit) and, as to the Income Account, cash or other property (other than Securities) received by the Trust as of the date of deposit or receivable by the Trust in respect of distributions declared but not received as of the date of the deposit, reduced by the amount of any cash or other property received or receivable.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Voyageur Unit Investment Trust Series 4)
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"" ). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board.
Appears in 1 contract
Samples: Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 577)
Deposit of Securities. The DepositorDepositors, on concurrently with the date --------------------- execution and delivery of the a Reference Trust Agreement, has have deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules Schedule A to the Reference Trust Agreement in bearer form or registered in the name of the Trustee, or its nominee, or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. In the event that the purchase of Securities represented by contracts shall not be consummated in accordance with said contracts, the Trustee shall credit to the Principal Account pursuant to Section 3.3 hereof the cash or cash equivalents (including such portion of any letter of credit applicable to such contracts) deposited by the Depositors, for the purpose of such purchase. Such moneys, unless invested in Substitute Securities in accordance with Section 3.7 hereof, shall be distributed to Unitholders pursuant to Section 3.5 hereof on the Distribution Date following the failure of consummation of such purchase. The Depositor Depositors shall deliver the Securities listed on said Schedule A or Schedules to the Trustee which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar 90 days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicableSection 3.7 applies, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for within such shorter period as is specified in Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor3.7. The Trustee is hereby irrevocably authorized hereby to effect registration or of transfer of the Securities in fully registered form to in the name of the Trustee or its nominee. When and as directed by the Depositors, the Trustee or Distribution Agent shall accept securities and cash to the name of its nominee or to hold the Securities be deposited in a clearing agency registered with New Series in exchange for Units of the Securities and Exchange Commission or New Series from persons other than Unitholders participating in a book entry system operated rollover option. Notwithstanding the fact that any Unitholder may acquire Units of the Trust by purchase or by in-kind contribution, the Depositors will not deposit Securities received by the Federal Reserve BoardDepositors on termination, or through a redemption of Units, of a series of the Trust to a subsequent series of the Trust.
Appears in 1 contract
Samples: Trust Indenture and Agreement (Schwab Trusts Schwab Ten Trust 2003 Sereis B)
Deposit of Securities. The DepositorEach Obligor must deposit with the Borrower Security Trustee, or as the Borrower Security Trustee may direct, all bearer instruments, share certificates and other documents of title or evidence of ownership in relation to any Group Shares and their Related Rights to hold on trust for itself and the other Borrower Secured Creditors. Each Obligor must (for as long as any amounts are outstanding under the Subordinated Facility Agreement) deposit with the Subordinated Security Trustee, or as the Subordinated Security Trustee may direct, all bearer instruments, share certificates and other documents of title or evidence of ownership in relation to any Group Shares and their Related Rights to hold on trust for itself and the other Subordinated Secured Creditors. Each Obligor shall execute and deliver to the Borrower Security Trustee and (for as long as any amounts are outstanding under the Subordinated Facility Agreement) the Subordinated Security Trustee all such share transfer forms and other documents as may be requested by the Borrower Security Trustee or Subordinated Security Trustee, as the case may be, in order to enable (a) the Borrower Security Trustee or its nominees (at the Borrower Security Trustee's discretion) to (following the delivery of a Loan Enforcement Notice) or (b) the Subordinated Security Trustee or its nominees (at the Subordinated Security Trustee's discretion) to (at any time when the Subordinated Security Trustee is permitted to take Intercreditor Enforcement Action in accordance with the terms of the Senior/Subordinated Intercreditor Agreement) be registered as the owner or otherwise to obtain a legal title to the same and, without limiting the generality of the foregoing, shall deliver to the Borrower Security Trustee (to hold on trust as aforesaid) and the Subordinated Security Trustee (to hold on trust as aforesaid) on the date hereof executed (and pre-stamped) share transfer forms for all Group Shares with the transferee left blank and shall procure that all such share transfer forms are at the request of the Reference Trust AgreementBorrower Security Trustee or the Subordinated Security Trustee, has deposited with as the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into case may be, forthwith registered by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed relevant company and that share certificates in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Borrower Security Trustee and/or such nominee(s) or the Subordinated Security Trustee and/or such nominee(s) in respect of all Group Shares are forthwith delivered to the Borrower Security Trustee or the Subordinated Security Trustee, as the case may be, or as either may direct. Each Obligor shall notify the Borrower Security Trustee and (for as long as any amounts are outstanding under the Subordinated Facility Agreement) the Subordinated Security Trustee in writing forthwith upon the acquisition by such Obligor from time to the name time of its nominee or to hold the any Group Shares and/or Securities and act in a clearing agency registered accordance with the Securities and Exchange Commission or provisions of this Clause 12.2.2 (Deposit of securities) in a book entry system operated by the Federal Reserve Boardrespect of such Group Shares and/or Securities.
Appears in 1 contract
Samples: Security Agreement
Deposit of Securities. (a) The Depositor, on concurrently with the date execution and delivery hereof, hereby grants and conveys all of the Reference Trust Agreementits right, has deposited title and interest in and to and hereby conveys to and deposits with the Trustee in an irrevocable trust the Securities and confirmations of contracts (or cash or a Letter of Credit to purchase Securities, including Contract Securities, listed in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant Schedule A to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities form, to be held, managed and applied by the Trustee as herein providedprovided for the benefit of each Unitholder to the extent of such Unitholder's interest in the Trust Fund. The Depositor hereby also delivers to the Trustee a certified check or checks, cash or cash equivalents or an irrevocable letter or letters of credit issued by a commercial bank or banks in an amount necessary to consummate the purchase of any Securities or Contract Securities. In the event any Securities have not been delivered to the Trustee on or before the close of business of the Trustee on the day before the date of expiration of any letter or letters of credit, the Trustee is hereby directed to draw on such letter or letters of credit unless the Depositor has either extended or replaced such letter or letters on or before such close of business.
(1) If a Trust has not elected to be treated as a "regulated investment company" as defined in the Internal Revenue Code, the following shall apply:
(i) From time to time following the Initial Date of Deposit for a Trust Fund, the Depositor is hereby authorized, in its discretion, to assign, convey to and deposit with the Trustee (1) additional Securities for such Trust Fund, duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form, or (2) Contract Securities relating to such additional Securities, accompanied by cash and/or Letter(s) of Credit as specified in paragraph (c) of this Section 2.01. In lieu of additional Securities or Contract Securities, the Depositor may deposit with the Trustee cash (or a Letter of Credit) in an amount equal to the valuation made in accordance with Section 4.01 for the date of such deposit of the additional Securities not delivered or represented by Contract Securities together with instructions to purchase such additional Securities specifying the purchase price or price range and containing such information as the Trustee may require to settle said transactions. Except as provided in the following subparagraphs (ii), (iii) and (iv), the Depositor in each case shall ensure that each deposit of additional Securities pursuant to this Section shall be, as nearly as is practicable, equal to the original percentage relationship among the number of shares of each Security as is specified in the Prospectus for such Trust Fund, adjusted as hereinafter provided (the "Percentage Ratio"). The Percentage Ratio shall be adjusted, as directed by the Depositor, to reflect (x) the deposit of New Securities, (y) the sale of Securities pursuant to Sections 3.06, 3.08, 3.12, 5.02 or otherwise as provided hereunder, and (z) the occurrence of any stock dividend, stock splits, receipt of securities under Section 3.08, redemptions, or similar events. Any brokerage fees related to the purchase of Securities deposited in the Trust Fund after the Initial Date of Deposit shall be an expense of such Trust Fund. The Depositor shall deliver the additional Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery deposit of the Reference Trust Agreement additional Securities and which were represented by Contract Securities to the Trustee Obligations within 10 calendar days after said execution and delivery such deposit of additional Securities (the "Additional Securities Delivery Period"). In If a contract to buy such Securities between the event that Depositor and seller is terminated by the purchase seller thereof for any reason beyond the control of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract the Depositor or if the Securities represented by Contract for any other reason such Securities are not delivered to a the Trust in accordance with this Section 2.01 and Fund by the moneys, or, if applicableend of the Additional Securities Delivery Period for such deposit, the moneys drawn Trustee shall immediately draw on the Letter of Credit, deposited if any, in amounts sufficient to settle such contract, apply the monies in accordance with Section 2.01(d), and the Depositor shall forthwith take the remedial action specified in Section 3.10. If the Depositor does not take the action specified in Section 3.10 within 10 calendar days of the end of the Additional Securities Delivery Period, the Trustee shall forthwith take the action specified in Section 3.10. When requested by the Trustee, the Depositor shall arrange for the execution of purchases in accordance with such instructions; the Depositor shall be entitled to compensation therefor in accordance with applicable law and regulations. The Trustee shall have no liability for any loss or depreciation resulting from any purchase made pursuant to the Depositor's instructions or made by the Depositor are not utilized for Section 3.17 purchases as broker.
(ii) Additional Securities (or Contract Securities therefor) may, at the Depositor's discretion, be deposited or purchased in round lots. If the amount of the deposit is insufficient to acquire round lots of each Security to be acquired, the additional Securities shall be deposited or purchased in the order of the Security in the Trust Fund most under- represented immediately before the deposit with respect to the Percentage Ratio.
(iii) If at the time of a deposit of additional Securities, Securities of an issue deposited on the Initial Date of Deposit (or of an issue of Replacement SecuritiesSecurities acquired to replace an issue deposited on the Initial Date of Deposit) are unavailable, such fundscannot be purchased at reasonable prices or their purchase is prohibited or restricted by applicable law, regulation or policies, the Depositor may (x) deposit, or instruct the Trustee to purchase, in lieu thereof, another issue of Securities or Replacement Securities or (y) deposit cash or a letter of credit in an amount equal to the extent valuation of the purchase price issue of Failed Securities whose acquisition is not feasible with instructions to acquire such Securities of such issue when they become available.
(iv) Any contrary authorization in the preceding subparagraphs (i) through (iii) notwithstanding, deposits of additional Securities made after the 90-day period immediately following the Initial Date of Deposit (except for deposits made to replace failed Contract Securities for which no Replacement Security were acquired ("Special Securities") if such deposits occur within 20 days from the date of a failure occurring within such initial 90-day period) shall maintain exactly the Percentage Ratio existing immediately prior to such deposit.
(v) In connection with and at the time of any deposit of additional Securities pursuant to this Section 3.172.01(b), plus all amounts described the Depositor shall exactly replicate Cash (as defined below) received or receivable by the Trust Fund as of the date of such deposit. For purposes of this paragraph, "Cash" means, as to the Capital Account, cash or other property (other than Securities) on hand in the next succeeding sentence, shall Capital Account or receivable and to be credited to the Capital Account and as of the date of the deposit (other than amounts to be distributed solely to persons other than holders of Units created by the deposit) and, as to the Income Account, cash or other property (other than Securities) received by the Trust Fund as of the date of the deposit or receivable by the Trust Fund in respect of a record date for payment on a Security which has occurred or will occur before the Trust Fund will be the holder of record of a Security, reduced by (x) the amount of any cash or other property received or receivable on any Security allocable (in accordance with the Trustee's calculations of distributions from the Income Account pursuant to Section 3.05 3.05) to Unitholders a distribution made or to be made in respect of record as of the Income Account a Record Date next following occurring prior to the failure deposit and (y) unpaid fees and expenses allocable to the period prior to the deposit. Such replication will be made on the basis of consummation a fraction, the numerator of which is the number of Units created by the deposit and the denominator of which is the number of Units which are outstanding immediately prior to the deposit. Cash represented by a foreign currency shall be replicated in such purchase. The Depositor shall cause currency or, if the Trustee has entered into a contract for the conversion thereof, in U.S. dollars in an amount replicating the dollars to be refunded to each Unitholder his pro rata portion of the sales charge levied received on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Boardconversion.
Appears in 1 contract
Samples: Standard Terms and Conditions of Trust (Nuveen Unit Trusts Series 104)
Deposit of Securities. (a) The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit listed in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant Schedule A to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor agrees to pay the total purchase price of all the Securities and shall deliver the Securities listed on said Schedules Schedule A to the Trustee which were not actually delivered concurrently with represented by delivery statements at the time of the execution and delivery of the Reference Trust Agreement within 90 days after said execution and delivery, or if the contract to buy such Securities between the Depositor and seller is terminated by the seller thereof for any reason beyond the control of the Depositor, the Depositor shall forthwith take the remedial action specified in Section 3.14.
(b) From time to time following the Initial Date of Deposit, the Depositor is hereby authorized, in its discretion, to assign, convey to and deposit with the Trustee additional Securities, in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form (or Contract Obligations relating to such Securities), to be held, managed and applied by the Trustee as herein provided. In lieu of additional Securities or Contract Obligations representing additional Securities, the Depositor may deposit with the Trustee cash (or a letter of credit) in an amount equal to the valuation made in accordance with Section 4.01 for the date of such deposit of the additional Securities not delivered or represented by Contract Obligations together with instructions to purchase such additional Securities. Each deposit of additional Securities shall be made pursuant to a Notice of Deposit of Additional Securities from the Depositor to the Trustee. The Depositor, in each case, shall ensure that each deposit of additional Securities pursuant to this Section shall be, as nearly as is practicable, in the identical ratio as the Percentage Ratio for such Securities as is specified in the Prospectus for the Trust and the Depositor shall ensure that such Securities are identical to those deposited on the Initial Date of Deposit. The Depositor shall obtain an opinion of counsel satisfactory to the Depositor as to the validity of each deposit of additional Securities. The Depositor shall deliver the additional Securities which were not delivered concurrently with the deposit of additional Securities and which were represented by Contract Securities to the Trustee Obligations within 10 calendar days after said execution and delivery such deposit of additional Securities (the "Delivery PeriodADDITIONAL SECURITIES DELIVERY PERIOD"). If a contract to buy such Securities between the Depositor and seller is terminated by the seller thereof for any reason beyond the control of the Depositor or if for any other reason such Securities are not delivered to the Trust by the end of the Additional Securities Delivery Period for such deposit, the Trustee shall immediately draw on the Letter of Credit, if any, in its entirety, apply the monies in accordance with Section 2.01(d), and the Depositor shall forthwith take the remedial action specified in Section 3.14. If the Depositor does not take the action specified in Section 3.14 within 10 calendar days of the end of the Additional Securities Delivery Period, the Trustee shall forthwith take the action specified in Section 3.14. If the Depositor determines that Securities for whose purchase cash was deposited with the Trustee cannot be acquired, the Depositor may proceed pursuant to Section 3.14 in the same manner as if such Securities were Special Securities. Instructions to purchase additional Securities shall be in writing and shall specify the name, CUSIP number, if any, aggregate amount of the Security to be purchased and price. The Trustee shall have no responsibility or liability for any loss or depreciation resulting from any purchase made pursuant to the Depositor's instructions and in the absence thereof shall have no duty to purchase any Securities. The Trustee shall have no responsibility for maintaining the composition of the Trust portfolio. Cash delivered to the Trustee for purchase of additional Securities pursuant to instructions of the Depositor shall be on deposit with the Trustee and shall bear interest for the benefit of the Trust at the Federal funds rate adjusted daily as reported in the New York Times under the caption "Key Rates" less the cost to the Trustee of protecting such cash in accordance with 12 C.F.R. Section 9.10 (or successor regulations), if the Trustee is then required to so protect such cash.
(c) In connection with the deposits described in Section 2.01 (a) and (b), the Depositor has, in the case of Section 2.01(a) deposits, and, prior to the Trustee accepting a Section 2.01(b) deposit will, deposit cash and/or Letter(s) of Credit in an amount sufficient to purchase the Contract Obligations (the "PURCHASE AMOUNT") relating to Securities which are not actually delivered to the Trustee at the time of such deposit, the terms of which unconditionally allow the Trustee to draw on the full amount of the available Letter of Credit. The Trustee may deposit such cash or cash drawn on the Letter of Credit in a non-interest bearing account for the Trust.
(d) In the event that the purchase of Contract Securities Obligations pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by a Contract Securities Obligation are not delivered to a the Trust in accordance with this Section 2.01 2.01(a) or 2.01(b) and the moneysmonies, or, if applicable, the moneys monies drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 3.14 purchases of Replacement New Securities, such funds, to the extent of the purchase price of Failed Contract Securities Obligations for which no Replacement Security were was acquired pursuant to Section 3.173.14, plus all amounts described in the next succeeding sentencetwo sentences, shall be credited to the Capital Principal Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata PRO RATA portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract SecurityObligation. The Depositor shall also pay to the Trustee, for distribution to the Unitholders, an amount equal to the accrued interest (at the coupon rate of the Failed Securities) to the date the Depositor notifies the Trustee that no Replacement Security will be purchased or, in the absence of such notification, to the expiration date for purchase of a Replacement Security specified in Section 3.14. Any amounts remaining from moneys monies drawn on the Letter of Credit which are not used to purchase Replacement New Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. .
(e) The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee nominee.
(f) In connection with and at the time of any deposit of additional Securities pursuant to Section 2.01(b), the Depositor shall exactly replicate Cash (as defined below) received or receivable by the Trust as of the date of such deposit. For purposes of this paragraph, "Cash" means, as to the Principal Account, cash or other property (other than Securities) on hand in the Principal Account or receivable and to be credited to the Principal Account as of the date of the deposit (other than amounts to be distributed solely to persons other than holders of Units created by the deposit) and, as to the Income Account, cash or other property (other than Securities) received by the Trust as of the date of the deposit or receivable by the Trust in respect of matured interest payments not received as of the date of the deposit, reduced by the amount of any cash or other property received or receivable on any Security allocable (in accordance with the Trustee's calculation of the monthly distribution from the Income Account pursuant to Section 3.05) to a distribution made or to hold be made in respect of a Record Date occurring prior to the Securities in deposit. Such replication will be made on the basis of a clearing agency registered with fraction, the Securities and Exchange Commission or in a book entry system operated numerator of which is the number of Units created by the Federal Reserve Boarddeposit and the denominator of which is the number of Units which are outstanding immediately prior to the deposit.
Appears in 1 contract
Deposit of Securities. The Depositor, on the date of the Reference Trust Agreement, has deposited with the Trustee in trust the Securities and contracts (or cash or a Letter of Credit in the amount necessary to settle any contracts for the purchase of Securities entered into by the Trustee pursuant to the instructions of the Depositor) for the purchase of Contract Securities listed in the Schedules to the Reference Trust Agreement in bearer form or duly endorsed in blank or accompanied by all necessary instruments of assignment and transfer in proper form or Contract Securities relating to such Securities to be held, managed and applied by the Trustee as herein provided. The Depositor shall deliver the Securities listed on said Schedules which were not actually delivered concurrently with the execution and delivery of the Reference Trust Agreement and which were represented by Contract Securities to the Trustee within 10 calendar days after said execution and delivery (the "Delivery Period"). In the event that the purchase of Contract Securities pursuant to any contract shall not be consummated in accordance with said contract or if the Securities represented by Contract Securities are not delivered to a Trust in accordance with this Section 2.01 and the moneys, or, if applicable, the moneys drawn on the Letter of Credit, deposited by the Depositor are not utilized for Section 3.17 purchases of Replacement Securities, such funds, to the extent of the purchase price of Failed Contract Securities for which no Replacement Security were acquired pursuant to Section 3.17, plus all amounts described in the next succeeding sentence, shall be credited to the Capital Account and distributed pursuant to Section 3.05 to Unitholders of record as of the Income Account Record Date next following the failure of consummation of such purchase. The Depositor shall cause to be refunded to each Unitholder his pro rata portion of the sales charge levied on the sale of Units to such Unitholder attributable to such Failed Contract Security. Any amounts remaining from moneys drawn on the Letter of Credit which are not used to purchase Replacement Securities or are not used to provide refunds to Unitholders shall be paid to the Depositor. The Trustee is hereby irrevocably authorized to effect registration or transfer of the Securities in fully registered form to the name of the Trustee or to the name of its nominee or to hold the Securities in a clearing agency registered with the Securities and Exchange Commission or in a book entry system operated by the Federal Reserve Board., with an eligible foreign custodian or in an eligible securities depository..
Appears in 1 contract
Samples: Reference Trust Agreement (Claymore Securities Defined Portfolios, Series 213)