Common use of Dissolution upon Bankruptcy of the Depositor Clause in Contracts

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder and the Indenture Trustee, of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved (in accordance with Section 9.01 9.01) 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution AccountAccounts) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution AccountAccounts) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each (a) Holders of Certificates (other than the Depositor) representing more than 50% of the NoteholdersCertificate Balance (not including the Certificate Balance of the Trust Certificates held by the Depositor) and (b) Holders (as defined in the Indenture) of Notes representing more than 50% of the Outstanding Amount of the Notes, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution termination pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) ), in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from (a) Holders (other than the Depositor) of Certificates representing more than 50% of the Certificate Balance (not including the Certificate Balance of the Trust Certificates held by the Depositor) and (b) each of the Noteholders(i) Holders (as defined in the Indenture) of Class A-1 Notes representing more than 50% of the Outstanding Amount of the Class A-1 Notes, (ii) Holders (as defined in the Indenture) of Class A-2 Notes representing more than 50% of the Outstanding Amount of the Class A-2 Notes and (iii) the Security Insurer (so long as no Security Insurer Default shall have occurred and be continuing), to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution termination pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved (in accordance with Section 9.01 9.01) 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.Trustee

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each Certificateholders representing at least 51% of the NoteholdersCertificate Balance (excluding for such purposes the Certificate Balance of any Certificates beneficially owned by TMCC, TMCRC or any of their affiliates), to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution termination pursuant to this SectionSection 9.02, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Collection Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing AgreementAgreement and deposited in the Collection Account and distributed pursuant to the terms thereof.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 8.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each Certificateholders representing at least 51% of the Noteholders, percentage interest of the Trust to the effect that each such party disapproves of the liquidation of the Receivables Contracts and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.028.02. Upon a dissolution termination pursuant to this SectionSection 8.02, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Collection Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing AgreementAgreement and deposited in the Collection Account and distributed pursuant to the terms thereof.

Dissolution upon Bankruptcy of the Depositor. In This Agreement shall be terminated in accordance with Section 7.1 90 days after the event that occurrence of an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-90 day period, the Owner Trustee shall have received written instructions from (a) each of the Noteholders, Certificateholders (other than the Depositor) and (b) each of the Certificateholders (other than the Depositor) representing more than a majority Percentage Interests of the Trust to the effect that each such party disapproves of the liquidation of the Receivables Home Equity Loans and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, : (i) the Depositor shall give the Note Insurer, the Indenture Trustee Trustee, the Rating Agencies and the Owner Trustee written notice of such Insolvency Event, ; (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders Owners of the Notes of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, delay in any manner, manner a dissolution termination of the Trust pursuant to the first sentence of this Section 9.027.2. Upon a dissolution termination pursuant to this SectionSection 7.2, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The terms and to apply the proceeds of any such a sale sale, disposition or liquidation of the assets of the Trust shall be treated as collections required under the Sale and Servicing AgreementIndenture.

Dissolution upon Bankruptcy of the Depositor. (i) In the event that an Insolvency Event shall occur with respect to the DepositorDepositor when there is a Bond Insurer Default subsisting, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 9.1 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from (a) each of the Noteholders, to Certificateholders (other than the effect that each such party disapproves Depositor) representing more than 50% of the liquidation Percentage Interest of the Receivables Trust Interest), and termination (b) an Opinion of the TrustCounsel described in Section 9.2(ii). Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders (other than the Depositor) and the Indenture Trustee, of the occurrence of such event event, and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders Bondholders and Bond Insurer of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.029.2. Upon a dissolution termination pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The , and to apply the proceeds of such a sale thereof as required under the Indenture. (ii) If an Insolvency Event occurs when the Indenture remains in effect and there is no Bond Insurer Default existing, then the Owner Trustee shall retain for the benefit of the assets Certificateholders and the Bond Insurer all remedies available at law or under this Agreement and none of the liens or security interests granted by the Trust shall be treated extinguished, released, terminated or impaired by such Insolvency Event; but rather, such liens and security interests shall continue to encumber the Owner Trust Estate until all amounts required to be distributed by the Trust under this Agreement have been so distributed. In any case however, subject to the following, upon the occurrence of an Insolvency Event, the Owner Trust Estate held under this Agreement shall be sold within 90 days of the occurrence of such event and the proceeds of such sale distributed in accordance with the provisions of Article V of this Agreement. Notwithstanding anything in this Agreement to the contrary, this Agreement shall not terminate and the assets shall not be sold upon the occurrence of an Insolvency Event, if within ninety (90) days of such Insolvency Event the holders of a majority in Percentage Interest of the Trust Interest (exclusive of the ACAC Certificate) and the Bond Insurer agree that this Agreement shall not so terminate and the Owner Trustee and the Bond Insurer shall receive an opinion of counsel to the Trust from counsel acceptable to the Bond Insurer, to the effect that the entity created or reconstituted under this Agreement, if any, would not be characterized as an association taxable as a corporation for State of California income tax purposes; provided, that no such opinion need be obtained if and when the State of California adopts a statute or regulation substantially identical in effect to U.S. Treasury Regulation S301.7701-2. If authorization to continue this Agreement is not received and the Indenture is still in effect, and provided that the Owner Trustee and the Bond Insurer shall have received an opinion of counsel to the Trust from counsel acceptable to the Bond Insurer to the effect that the actions described in this sentence, if consummated, shall not cause the Trust to be characterized as an association taxable as a corporation for State of California income tax purposes (if still required as aforesaid), the assets shall not be sold, but the Owner Trustee shall adopt a plan of dissolution, acceptable to the Bond Insurer, to make collections on the Owner Trust Estate for distribution in accordance with the terms and priority of payment which would apply under the Sale and Servicing Agreementprovisions of the Basic Documents. Any party hereto who has actual knowledge of the occurrence of an Insolvency Event shall immediately notify the Bond Insurer of such occurrence.

Dissolution upon Bankruptcy of the Depositor. In This Agreement shall be terminated in accordance with Section 7.1 90 days after the event that occurrence of an Insolvency Event shall occur with respect to the Depositor, the Trust shall be dissolved in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-90 day period, the Owner Trustee shall have received written instructions from (a) each of the Certificateholders (other than the Depositor) and (b) each of the Noteholders, to the effect that each such party disapproves of the liquidation of the Receivables Mortgage Loans and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the either Depositor, : (i) the Depositor shall give the Credit Enhancer, the Indenture Trustee Trustee, the Rating Agencies and the Owner Trustee written notice of such Insolvency Event, ; (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such eventevent pursuant to Section 6.12 of the Indenture; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, delay in any manner, manner a dissolution termination of the Trust pursuant to the first sentence of this Section 9.027.2. Upon a dissolution termination pursuant to this SectionSection 7.2, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of any such a sale sale, disposition or liquidation of the assets of the Trust shall be treated as collections under on the Sale Mortgage Loans and Servicing Agreement.deposited in the

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each (a) Holders of Certificates (other than the Depositor) representing more than 50% of the NoteholdersCertificate Balance (not including the Certificate Balance of the Trust Certificates held by the Depositor) or (b) the (i) Holders of Notes representing more than 50% of the Outstanding Amount of the Notes, and (ii) Holders of Trust Certificates representing more than 50% of the Certificate Balance, to the effect that each such party disapproves Holders disapprove of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders, and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution termination pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale Transfer and Servicing Agreement.]

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 9.1, 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from each Certificateholders holding a majority of the Noteholders, Certificate Balance then outstanding to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (i) the Depositor shall give the Indenture Trustee, the Owner Trustee and the Owner Trustee Insurer written notice of such Insolvency Event, (ii) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders and the Indenture Trustee, Trustee of the occurrence of such event and (iii) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.029.2. Upon a dissolution termination pursuant to this Section, the Insurer or, if an Insurer Default has occurred and is continuing, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Owner Trust (other than the Trust Accounts and the Certificate Distribution Account) Estate in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing AgreementAgreement and shall be distributed in accordance with Section 11.1(b) thereof.

Dissolution upon Bankruptcy of the Depositor. In the event that an Insolvency Event shall occur with respect to the Depositor, the Trust this Agreement shall be dissolved terminated in accordance with Section 9.01 90 days after the date of such Insolvency Event, unless, before the end of such 90-day period, the Owner Trustee shall have received written instructions from (a) Holders (other than the Depositor) of Trust Certificates representing more than 50% of the Certificate Balance (not including the Certificate Balance of the Trust Certificates held by the Depositor) and (b) each of the Noteholders(i) Holders (as defined in the Indenture) of Notes representing more than 50% of the Outstanding Amount of the Notes and (ii) the Note Insurer (so long as no Note Insurer Default shall have occurred and be continuing), to the effect that each such party disapproves of the liquidation of the Receivables and termination of the Trust. Promptly after the occurrence of any Insolvency Event with respect to the Depositor, (iA) the Depositor shall give the Indenture Trustee Trustee, the Note Insurer and the Owner Trustee written notice of such Insolvency Event, (iiB) the Owner Trustee shall, upon the receipt of such written notice from the Depositor, give prompt written notice to the Certificateholder Certificateholders, the Note Insurer and the Indenture Trustee, of the occurrence of such event and (iiiC) the Indenture Trustee shall, upon receipt of written notice of such Insolvency Event from the Owner Trustee or the Depositor, give prompt written notice to the Noteholders and the Note Insurer of the occurrence of such event; provided, however, that any failure to give a notice required by this sentence shall not prevent or delay, in any manner, a dissolution termination of the Trust pursuant to the first sentence of this Section 9.02. Upon a dissolution termination pursuant to this Section, the Owner Trustee shall direct the Indenture Trustee promptly to sell the assets of the Trust (other than the Trust Accounts and the Certificate Distribution Account) in a commercially reasonable manner and on commercially reasonable terms. The proceeds of such a sale of the assets of the Trust shall be treated as collections under the Sale and Servicing Agreement.on