Common use of Eligibility Requirements for the Trustee and the Certificate Administrator Clause in Contracts

Eligibility Requirements for the Trustee and the Certificate Administrator. (a) The Trustee hereunder shall at all times be (i) an institution insured by the FDIC, (ii) a corporation, national bank or national banking association, organized and doing business under the laws of the United States of America or of any state thereof, authorized to exercise corporate trust powers, having a combined capital and surplus of not less than $50,000,000 and subject to supervision or examination by federal or state authority, (iii) an institution whose long-term senior unsecured debt is at all times rated at least “A-” by Fitch and “A2” by Mxxxx’x and that has a short-term unsecured debt rating from Fitch of at least “F-1” and from Mxxxx’x of at least “P-1” (or, in the case of any Rating Agency with respect to either the long-term or short-term ratings specified in this Section 7.5(a), such lower rating or ratings as is the subject of a Rating Agency Confirmation) and (iv) a Person that is not a Prohibited Party. If such corporation, national bank or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then, for the purposes of this Section, the combined capital and surplus of such corporation, national bank or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time the Trustee shall cease to be eligible in accordance with provisions of this Section, the Trustee shall resign immediately in the manner and with the effect specified in Section 7.6.

Eligibility Requirements for the Trustee and the Certificate Administrator. (a) The Each of the Trustee and the Certificate Administrator hereunder shall at all times be a corporation, a trust company, a bank or a banking association: (i) an institution insured by the FDIC, (ii) a corporation, national bank or national banking association, organized and doing business under the laws of the United States of America or any State thereof or the District of any state thereof, Columbia; (ii) authorized under such laws to exercise corporate trust powers, ; (iii) having a combined capital and surplus of not less than at least $50,000,000 and 50,000,000; (iv) subject to supervision or examination by federal or state authority, ; and (iiiv) an institution whose the long-term senior unsecured debt is obligations of which are rated (x) at all times least “BBB+” by S&P or (y) the long-term unsecured debt obligations of which are rated at least “A-BBB” by Fitch S&P and “A2” by Mxxxx’x and that has a the short-term unsecured debt rating from Fitch obligations or commercial paper of which are rated at least “F-1A-2” and from Mxxxx’x of at least “P-1” (or, in the case of any Rating Agency with respect to either the long-term or short-term ratings specified in this Section 7.5(a), such lower rating or ratings as is the subject of a Rating Agency Confirmation) and (iv) a Person that is not a Prohibited Party. by S&P. If such corporation, national trust company, bank or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then, for the purposes of this SectionSection 5.09, the combined capital and surplus of such corporation, national trust company, bank or national banking association shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In case at any time a Responsible Officer of the Trustee shall cease or the Certificate Administrator, as applicable, receives written notice that it has ceased to be eligible in accordance with the provisions of this SectionSection 5.09, the Trustee or the Certificate Administrator, as applicable shall resign immediately in the manner and with the effect specified in Section 7.6immediately, provided that such resignation shall not be effective until a successor trustee has been appointed.

Eligibility Requirements for the Trustee and the Certificate Administrator. (a) The Each of the Trustee and the Certificate Administrator hereunder shall at all times be (i) an institution insured by the FDIC, (ii) a corporation, national bank corporation or national banking association, association organized and doing business under the laws of any state or the United States of America or of any state thereofAmerica, authorized under such laws to exercise corporate trust powerspowers and to accept the trust conferred under this Agreement, having a combined capital and surplus of not less than at least $50,000,000 and a rating on its unsecured long-term debt of at least “[___]” by [_____] (or “[___]” by [_____] if the Trustee has a short-term debt rating of at least “[___]” from [_____]) and “[___]” by [_____] (or “[___]” by [_____] if the Trustee has a short-term debt rating of at least “[___]” from [_____]) (or such other rating with respect to which the Rating Agencies have provided a No Downgrade Confirmation), and subject to supervision or examination by federal or state authority, authority and shall not be an Affiliate of the Master Servicer (iii) an institution whose long-term senior unsecured debt is at all times rated at least “A-” by Fitch and “A2” by Mxxxx’x and that except during any period when the Trustee has a short-term unsecured debt rating from Fitch assumed the duties of at least “F-1” and from Mxxxx’x of at least “P-1” (or, in the case of any Rating Agency with respect Master Servicer pursuant to either the long-term or short-term ratings specified in this Section 7.5(a7.02), such lower rating or ratings as is the subject of a Rating Agency Confirmation) and (iv) a Person that is not a Prohibited Party. If such corporation, national bank a corporation or national banking association publishes reports of condition at least annually, pursuant to law or to the requirements of the aforesaid supervising or examining authority, then, then for the purposes of this Section, Section the combined capital and surplus of such corporation, national bank or national banking association corporation shall be deemed to be its combined capital and surplus as set forth in its most recent report of condition so published. In the event that the place of business from which the Trustee or the Certificate Administrator, as applicable, administers the Trust Fund is a state or local jurisdiction that imposes a tax on the Trust Fund or the net income of the Trust REMIC (other than a tax corresponding to a tax imposed under the REMIC Provisions) the Trustee or the Certificate Administrator, as applicable, shall elect either to (i) resign immediately in the manner and with the effect specified in Section 8.07, (ii) pay such tax from its own funds and continue as Trustee or Certificate Administrator, as applicable, or (iii) administer the Trust Fund from a state and local jurisdiction that does not impose such a tax. In case at any time the Trustee or the Certificate Administrator shall cease to be eligible in accordance with the provisions of this Section, the Trustee or the Certificate Administrator, as applicable, shall resign immediately in the manner and with the effect specified in Section 7.68.07.