Common use of Duties of the Collateral Agent Clause in Contracts

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association to act solely on their behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions of Article V hereof. The Collateral Agent shall only resign if it shall (i) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDED, FURTHER, that, without the consent of the Company and the Surety Bond Provider, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider shall have accepted appointment as Collateral Agent hereunder and shall have agreed to be bound by the terms of this Agreement.

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association to act solely on their behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down a Termination Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions of Article V hereof. The Except as otherwise provided herein, the Collateral Agent shall only not resign if from the obligations and duties hereby imposed on it shall except upon determination that (i) become incapable the performance of acting as Collateral Agent in accordance with the terms of this Agreement, its duties hereunder is no longer permissible under applicable law and (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be there is no longer qualified as reasonable action which the Collateral Agent as could take to make the performance of its duties hereunder permissible under applicable law. Any such term is defined in determination permitting the agreement governing its responsibility as resignation of the Collateral Agent or otherwise shall be subject evidenced as to replacement clause (i) above by an opinion of counsel to such effect delivered to the Secured Parties. Notwithstanding the foregoing, the Collateral Agent may resign if, after demand therefor, it does not receive payment of any compensation due from the Debtor pursuant to or such the letter agreement governing its responsibility as described in Section 7.2. No resignation of the Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDED, FURTHER, that, without the consent of the Company and the Surety Bond Provider, such resignation shall not be become effective until a successor Collateral Agent acceptable to the Surety Bond Provider shall have accepted appointment as Collateral Agent hereunder and shall have agreed to be bound by the terms of this Agreement.approved by

Duties of the Collateral Agent. The Secured Parties Party hereby appoint Texas Commerce Bank National Association appoints First Union Capital Markets Corp. to act solely on their its behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association First Union Capital Markets Corp. hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties Party and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties Party shall be payable to the Secured Parties Party in accordance with the provisions of Article V hereof. The Collateral Agent shall only resign if it shall (i) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDED, FURTHER, that, without the consent of the Company and the Surety Bond ProviderDeal Agent, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider Deal Agent shall have accepted appointment as Collateral Agent hereunder and shall have agreed to be bound by the terms of this Agreement.

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association of America to act solely on their behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association of America hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down a Termination Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer Collection Agent or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions of Article V II hereof. The Collateral Agent shall only resign if it shall (i) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility responsi bility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDEDprovided, FURTHERfurther, that, without the consent of the Company and the Surety Bond ProviderAgent, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider Agent shall have accepted appointment as Collateral Collat eral Agent hereunder and shall have agreed to be bound by the terms of this Agreement.Agree ment. Except as otherwise provided herein, the Collateral Agent shall not resign from the obligations and duties hereby imposed on it except upon determina tion that (i) the performance of its duties hereunder is no longer permissible under applicable law and (ii) there is no reasonable action which the Collateral Agent could

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association NationsBank to act solely on their behalf as Collateral Agent hereunderhereun der, and Texas Commerce Bank National Association NationsBank hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down a Termination Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer Collection Agent or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together to gether with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions provi sions of Article V II hereof. The Collateral Agent shall only resign if it shall (i) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDEDprovided, FURTHERfurther, that, without the consent of the Company Agent and the Surety Bond ProviderInsurer, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider Insurer shall have accepted appointment as Collateral Collat eral Agent hereunder and shall have agreed to be bound by the terms of this AgreementAgree ment. Except as otherwise provided herein, the Collateral Agent shall not resign from the obligations and duties hereby imposed on it except upon determina tion that (i) the performance of its duties hereunder is no longer permissible under applicable law and (ii) there is no reasonable action which the Collateral Agent could take to make the performance of its duties hereunder permissible under applicable law. Any such determination permitting the resignation of the Collateral Agent shall be evidenced as to clause (i) above by an opinion of counsel to such effect delivered to the Collateral Agent and the Secured Parties. Notwithstanding the foregoing, the Collateral Agent may resign if, after demand therefor, it does not receive payment of any compensation due from the Debtor pursuant to the letter agreement described in Section 8.2. No resignation of the Collateral Agent shall become effective until a suc cessor Collateral Agent approved by the Agent and the Insurer and the successor Collateral Agent shall have assumed the responsibilities and obligations of the Collat eral Agent hereunder. This Agreement shall be administered in the Corporate Trust Office of the Collateral Agent. The Collateral Agent shall maintain fidelity bond coverage insuring against losses through wrongdoing of its officers and employees who are involved in the administration of Collections covering such actions and in such amounts as the Collateral Agent believes to be reasonable in light of industry xxxx dards from time to time.

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association of America to act solely on their behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association of America hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down a Termination Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer Collection Agent or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions of Article V II hereof. The Collateral Agent shall only resign if it shall (i) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (ii) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iii) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility responsi bility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (iv) materially breach any of the provisions of this Agreement such Agreement or PROVIDEDprovided, FURTHERfurther, that, without the consent of the Company Agent and the Surety Bond ProviderInsurer, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider Insurer shall have accepted appointment as Collateral Agent hereunder and shall have agreed to be bound by the terms of this Agreement.

Duties of the Collateral Agent. The Secured Parties hereby appoint Texas Commerce Bank National Association FUSI to act solely on their behalf as Collateral Agent hereunder, and Texas Commerce Bank National Association FUSI hereby accepts such appointment. The Collateral Agent, both prior to the occurrence of a Termination Event, Amortization Event or Wind-Down Event hereunder and after an Amortization Event or Wind-Down a Termination Event shall have been cured or waived, shall undertake to perform such duties and only such duties as are specifically set forth in this Agreement. The Collateral Agent shall at all times after the occurrence of a Termination Event, Amortization Event or Wind-Down Event which has not been cured (except in the case of a Termination Event) or waived exercise such of the rights and powers vested in it pursuant to this Agreement using the same degree of care and skill as a prudent person would exercise or use in the conduct of his or her own affairs. All Collections received by the Collateral Agent from the Servicer Collection Agent or otherwise will, pending remittance to the Secured Party entitled thereto, be held in trust by the Collateral Agent for the benefit of the Secured Parties and together with all other payment obligations of the Debtor hereunder owing to the Secured Parties shall be payable to the Secured Parties in accordance with the provisions of Article V ARTICLE II hereof. The Collateral Agent shall only resign if it shall (ia) become incapable of acting as Collateral Agent in accordance with the terms of this Agreement, (iib) be adjudicated insolvent or bankrupt or otherwise become subject to any bankruptcy, insolvency, reorganization or liquidation proceeding, (iiic) be no longer qualified as the Collateral Agent as such term is defined in the agreement governing its responsibility as Collateral Agent or otherwise be subject to replacement pursuant to or such agreement governing its responsibility as Collateral Agent or (ivd) materially breach any of the provisions of this Agreement such Agreement or PROVIDED, FURTHER, that, without the consent of the Company and the Surety Bond ProviderDeal Agent, such resignation shall not be effective until a successor Collateral Agent acceptable to the Surety Bond Provider Deal Agent shall have accepted appointment as Collateral Agent hereunder and shall have agreed to be bound by the terms of this Agreement. Except as otherwise provided herein, the Collateral Agent shall not resign from the obligations and duties hereby imposed on it except upon determination that (i) the performance of its duties hereunder is no longer permissible under applicable law and (ii) there is no reasonable action which the Collateral Agent could take to make the performance of its duties hereunder permissible under applicable law. Any such determination permitting the resignation of the Collateral Agent shall be evidenced as to CLAUSE (i) above by an opinion of counsel to such effect delivered to the Collateral Agent and the Secured Parties. Notwithstanding the foregoing, the Collateral Agent may resign if, after demand therefor, it does not receive payment of any compensation due from the Debtor pursuant to the letter agreement described in SECTION 6.2. No resignation of the Collateral Agent shall become effective until a successor Collateral Agent approved by the Deal Agent and the successor Collateral Agent shall have assumed the responsibilities and obligations of the Collateral Agent hereunder.