Common use of Execution, Authentication and Delivery of Certificates Clause in Contracts

Execution, Authentication and Delivery of Certificates. On the Closing Date, the Owner Trustee shall cause the Certificates in an aggregate Percentage Interest equal to 100% to be executed on behalf of the Issuer and authenticated by the Owner Trustee on behalf of the Issuer and delivered to or upon the written order of the Depositor, without further action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Agreement or be valid for any purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or Wells Fargo Xxxx, National Association ("Wells Fargo"), xs the Owner Trustee's authenticating agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. When a Certificate is duly executed and issued by the Owner Trustee and duly authenticated in accordance with this Agreement, the Certificate will be fully paid, validly issued, nonassessable and entitled to the benefits of this Agreement.

Appears in 1 contract

Samples: Trust Agreement (Gs Auto Loan Trust 2004-1)

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Execution, Authentication and Delivery of Certificates. On the Closing Date, the Owner Trustee shall cause the Certificates in an aggregate Percentage Interest equal to 100% to be executed on behalf of the Issuer and authenticated by the Owner Trustee on behalf of the Issuer and delivered to or upon the written order of the Depositor, without further action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Agreement or be valid for any purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or Wells Fargo Xxxx, National Association The Bank of New York ("Wells FargoBONY"), xs as the Owner Trustee's authenticating agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. When a Certificate is duly executed and issued by the Owner Trustee and duly authenticated in accordance with this Agreement, the Certificate will be fully paid, validly issued, nonassessable and entitled to the benefits of this Agreement.

Appears in 1 contract

Samples: Trust Agreement (GS Auto Loan Trust 2007-1)

Execution, Authentication and Delivery of Certificates. On the Closing Date, the Owner Trustee shall cause the Certificates in an aggregate Percentage Interest equal to 100% to be executed on behalf of the Issuer and authenticated by the Owner Trustee on behalf of the Issuer and delivered to or upon the written order of the Depositor, without further action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Agreement or be valid for any purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or Wells Fargo XxxxJPMorgan Chase Bank, National Association ("Wells Fargo"“JPMorgan Chase”), xs as the Owner Trustee's ’s authenticating agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. When a Certificate is duly executed and issued by the Owner Trustee and duly authenticated in accordance with this Agreement, the Certificate will be fully paid, validly issued, nonassessable and entitled to the benefits of this Agreement.

Appears in 1 contract

Samples: Trust Agreement (GS Auto Loan Trust 2005-1)

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Execution, Authentication and Delivery of Certificates. On the Closing Date, the Owner Trustee shall cause the Certificates in an aggregate Percentage Interest equal to 100% to be executed on behalf of the Issuer and Trust, authenticated by the Owner Trustee on behalf of the Issuer and delivered to or upon the written order of the Depositor, signed by the Owner Trustee on behalf of the Trust, without further action by the Depositor, in authorized denominations. No Certificate shall entitle its Holder to any benefit under this Agreement or be valid for any purpose unless there shall appear on such Certificate a certificate of authentication substantially in the form set forth in Exhibit A, executed by the Owner Trustee or Wells Fargo XxxxThe Bank of New York, National Association ("Wells Fargo"), xs as the Owner Trustee's authenticating agent, by manual signature; such authentication shall constitute conclusive evidence that such Certificate shall have been duly authenticated and delivered hereunder. All Certificates shall be dated the date of their authentication. When a Certificate is duly executed and issued by the Owner Trustee Trust and duly authenticated in accordance with this Agreement, the Certificate will be fully paid, validly issued, nonassessable and entitled to the benefits of this Agreement.

Appears in 1 contract

Samples: Trust Agreement (Fifth Third Auto Trust 2004-A)

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