Deutsche Bank National. Trust Company and its successors and, if a successor trustee is appointed under this Agreement, the successor.
Deutsche Bank National. Trust Company (or any other trustee identified to the Counterparty by IndyMac Bank);
Deutsche Bank National. Trust Company is hereby appointed as the trustee of the Trust, to have all the rights, duties and obligations of the Trustee with respect to the Trust expressly set forth hereunder, and Deutsche Bank National Trust Company hereby accepts such appointment and the trust created hereby. Deutsche Bank Trust Company Delaware is hereby appointed as the Delaware Trustee of the Trust, to have all the rights, duties and obligations of the Delaware Trustee with respect to the Trust hereunder and Deutsche Bank Trust Company Delaware hereby accepts such appointment and the trust created hereby. It is the intention of the Depositor, the Servicer, the Trustee and the Delaware Trustee that the Trust constitute a statutory trust under the Statutory Trust Statute, that this Agreement constitute the governing instrument of the Trust, and that this Agreement amend and restate the Original Trust Agreement. The parties hereto acknowledge and agree that, prior to the execution and delivery hereof, the Delaware Trustee has filed the Certificate of Trust. The assets of the Trust shall remain in the custody of the Trustee or the Custodian, on behalf of the Trust, and shall be owned by the Trust. Moneys to the credit of the Trust shall be held by the Trustee and invested as provided herein. All assets received and held by the Trust will not be subject to any right, charge, security interest, lien or claim of any kind in favor of either of the institution acting as Trustee or the institution acting as Delaware Trustee in its own right, or any Person claiming through either. Neither the Trustee nor the Delaware Trustee shall have the power or authority to transfer, assign, hypothecate, pledge or otherwise dispose of any of the assets of the Trust to any Person, except as permitted herein. No creditor of a beneficiary of the Trust, of the Trustee, of the Delaware Trustee, of the Servicer or of the Depositor shall have any right to obtain possession of, or otherwise exercise legal or equitable remedies with respect to, the property of the Trust, except in accordance with the terms of this Agreement.
Deutsche Bank National. Trust Company has full power, authority and legal right to execute, deliver and perform this Agreement and the Servicing Agreement and has taken all necessary action to authorize the execution, delivery and performance by it of this Agreement and the Servicing Agreement.
Deutsche Bank National. Trust Company is hereby appointed as, and xxxxxx accepts such appointment and agrees to perform the duties and obligations of, Collateral Custodian pursuant to the terms hereof.
Deutsche Bank National. Trust Company (the "Trust Administrator"), a perform administrative functions with as the custodian, initial paying agent and Servicing Agreement--The Trust supplement. national banking association, will respect to the certificates and will act and certificate registrar. See "Pooling Administrator" in this prospectus NIMS Insurer.......................... One or more insurance companies (together, the "NIMS Insurer") may issue covering certain payments to be made issued by a separate trust and secured Certificates, the Class P Certificates and a financial guaranty insurance policy on net interest margin securities to be by all or a portion of the Class CE the Class R Certificates. Distribution Dates.................... Distributions on the Offered Certificates will be made on the 25th day of each month, or, if such day is not a business day, on the next succeeding business "Distribution Date"). day, beginning in July 2002 (each, a Offered Certificates.................. The classes of Offered Certificates, their pass-through rates and initial notional amounts are shown in the table </TABLE> certificate principal balances or below. <PAGE> <TABLE> <CAPTION> S-3 INITIAL CERTIFICATE PASS-THROUGH INITIAL CERTIFICATE PASS-THROUGH CLASS PRINCIPAL BALANCE(1) RATE CLASS PRINCIPAL BALANCE(1) RATE - <S> <C> <C> <C> <C> <C> AF-1.............. $46,700,000 3.43%(2) AV....... $272,500,000 Variable(4) AF-2.............. $20,300,000 4.24%(2) M-1...... $ 27,500,000 Variable(4) AF-3.............. $26,600,000 4.84%(2) M-2...... $ 27,500,000 Variable(4) AF-4.............. $15,000,000 5.57%(2) M-3...... $ 17,500,000 Variable(4) AF-5.............. $19,000,000 6.30%(3) M-4...... $ 6,250,000 Variable(4) AF-6.............. $17,400,000 5.85%(3) S........ $ 50,000,000 Variable(6) </TABLE> -
Deutsche Bank National. Trust Company, not individually, but solely as Trustee under the Pooling Agreement on behalf of Long Beach Mortgage Loan Trust 2004-2 and DB hereby acknowledge that no further redocumentation of the Transaction is necessary upon the execution by all parties of this Assignment Agreement and, upon the Effective Assignment Date, all references to Party A in each Confirmation shall continue to be references to DB and all references to Party B in each Confirmation shall be deemed to be references to Deutsche Bank National Trust Company, not individually, but solely as Trustee under the Pooling Agreement on behalf of Long Beach Mortgage Loan Trust 2004-2. This Assignment Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. In providing this Assignment Agreement, it shall not be necessary to produce or account for more than one such counterpart. It is expressly understood and agreed by the parties hereto that insofar as this Assignment Agreement is executed by the Trustee: (i) this Assignment Agreement is executed and delivered by Deutsche Bank National Trust Company, not in its individual capacity but solely as Trustee under the Pooling Agreement on behalf of Long Beach Mortgage Loan Trust 2004-2 referred to in this Assignment Agreement in the exercise of the powers and authority conferred and vested in it thereunder, (ii) under no circumstances shall Deutsche Bank National Trust Company in its individual capacity be personally liable for the payment of any indebtedness or expenses or be personally liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken under this Assignment Agreement or in any of the Confirmations, (c) the representations, undertakings and agreements herein made by Trustee are made and intended not as personal representations, undertakings and agreements by Deutsche Bank National Trust Company but are made and intended for the purpose of binding Long Beach Mortgage Loan Trust 2004-2; and (d) nothing herein contained shall be construed as creating any liability on Deutsche Bank National Trust Company, individually or personally, to perform any covenant either expressed or implied, all such liability, if any, being expressly waived by the parties who are signatories hereto and by any person claiming by, through or under such parties. LBMC, LBSC, Deutsche Bank National Trust Company, no...
Deutsche Bank National. Trust Company, not in its individual capacity but solely as Supplemental Interest Trust Trustee on behalf of Long Beach Mortgage Loan Supplemental Interest Trust 2006-9 By: /s/ Xxx X. Xxxx Name: Director Title: By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Vice President Long Beach Mortgage Loan Supplemental Interest Trust 2006-9 (the “Trust”) External ID: 1592187 ______________________________________________________________________________ Dear Sir/Madam The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Transaction entered into between us on the Trade Date specified below (the “Transaction”). This Confirmation constitutes a “Confirmation” as referred to in the Agreement specified below.
Deutsche Bank National. Trust Company, as Certificate Registrar, hereby represents and warrants to the Depositor, for the benefit of the Holders, that:
(i) it is a national banking association duly organized and validly existing in good standing under the laws of the United States, and has the power and authority to execute, deliver and perform its obligations under this Agreement and, assuming the due authorization, execution and delivery hereof by the other parties hereto, this Agreement constitutes a legal, valid and binding obligation of the Certificate Registrar, enforceable against the Certificate Registrar in accordance with its terms, except that (a) the enforceability thereof may be limited by bankruptcy, insolvency, moratorium, receivership and other similar laws relating to creditors' rights generally and (b) the remedy of specific performance and injunctive and other forms of equitable relief may be subject to equitable defenses and to the discretion of the court before which any proceeding therefor may be brought; and
(ii) it has taken all action necessary to authorize the execution and delivery by it of this Agreement, and this Agreement will be executed and delivered by one of its officers who is duly authorized to execute and deliver this Agreement on its behalf.
Deutsche Bank National. Trust Company and its successors and, if a successor paying agent is appointed hereunder, such successor. As to any Offered Certificate, the percentage interest evidenced thereby in distributions required to be made to such Offered Certificate, such percentage interest being set forth on the face thereof or equal to the percentage obtained by dividing the Denomination of such Certificate by the aggregate of the Denominations of all Certificates of the same Class. With respect to the Class X Certificates and the Class R Certificates, the “Percentage Interest” specified on the face thereof.
