Common use of Further Encumbrance of Trust Assets Clause in Contracts

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] the Indenture Trustee pursuant to the Indenture and [(iii)] the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Long Beach Acceptance Receivables Corp.), Sale and Servicing Agreement (Long Beach Acceptance Receivables Corp. II), Sale and Servicing Agreement (Long Beach Acceptance Corp)

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Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 or Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure its obligations under the repayment Notes and the Class C Certificate and the payment of all amounts due and owing to the NotesNote Insurer. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders and the Class C Certificateholder shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the each Certificate, remain as covenants of the Issuer for the benefit of the CertificateholderCertificateholders, enforceable by the each Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the CertificateholderCertificateholders. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this Agreement and (iv) the Class C Certificateholder pursuant to the Trust Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 3 contracts

Samples: Sale and Servicing Agreement (Long Beach Acceptance Receivables Corp. II), Sale and Servicing Agreement (Long Beach Acceptance Corp. Auto Receivables Trust 2006-A), Sale and Servicing Agreement (Long Beach Acceptance Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 and Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Long Beach Holdings Corp), Sale and Servicing Agreement (Long Beach Holdings Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 or Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure its obligations under the repayment of Notes and all amounts due and owing to the NotesNote Insurer, the Demand Note Provider and the Demand Note Guarantor. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer, the Demand Note Provider and the Demand Note Guarantor have been paid in full, and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Class R Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates the Class R Certificate remain outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this AgreementAgreement and (iv) the Demand Note Provider and/or the Demand Note Guarantor pursuant to the Demand Note, the Demand Note Guarantee or hereunder, as applicable, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Long Beach Acceptance Auto Receivables Trust 2005-A), Sale and Servicing Agreement (Long Beach Acceptance Corp. Auto Receivables Trust 2004-B)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 or Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure its obligations under the repayment of Notes and all amounts due and owing to the NotesNote Insurer, the Demand Note Provider and the Demand Note Guarantor. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer, the Demand Note Provider and the Demand Note Guarantor have been paid in full, and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Class R Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates the Class R Certificate remains outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this AgreementAgreement and (iv) the Demand Note Provider and/or the Demand Note Guarantor pursuant to the Demand Note, the Demand Note Guarantee or hereunder, as applicable, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Receivables Corp.)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the NotesNotes and all amounts due and owing to the Note Insurer, the Demand Note Provider and the Demand Note Guarantor. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer, the Demand Note Provider and the Demand Note Guarantor have been paid in full, and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Class R Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates the Class R Certificate remain outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this AgreementAgreement and (iv) the Demand Note Provider and/or the Demand Note Guarantor pursuant to the Demand Note, the Demand Note Guarantee or hereunder, as applicable, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent Indenture Trustee shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, Agreement and (ii)] the Indenture Trustee pursuant to the Indenture and [(iii)] the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Triad Financial Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 or Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure its obligations under the repayment Notes and the Class C Certificates and the payment of all amounts due and owing to the NotesNote Insurer. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders and the Class C Certificateholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the each Certificate, remain as covenants of the Issuer for the benefit of the CertificateholderCertificateholders, enforceable by the each Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the CertificateholderCertificateholders. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this Agreement and (iv) the Class C Certificateholders pursuant to the Trust Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Auto Receivables Trust 2005-B)

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Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders and the Class C Certificateholder shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the each Certificate, remain as covenants of the Issuer for the benefit of the CertificateholderCertificateholders, enforceable by the each Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the CertificateholderCertificateholders. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.12.1 and Section 2.2, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Holdings Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Trust Statute (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure the repayment of the Notes. The Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the Certificate, remain as covenants of the Issuer for the benefit of the Certificateholder, enforceable by the Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the Certificateholder. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [(iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the Transferor.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Holdings Corp)

Further Encumbrance of Trust Assets. (a) Immediately upon the conveyance to the Issuer by the Transferor of any item of the Trust Assets pursuant to Section 2.1, all right, title and interest of the Transferor in and to such item of Trust Assets shall terminate, and all such right, title and interest shall vest in the Issuer, in accordance with the Trust Agreement and Sections 3802 and 3805 of the Business Statutory Trust Statute Act (as defined in the Trust Agreement). (b) Immediately upon the vesting of the Trust Assets in the Issuer, the Issuer shall have the sole right to pledge or otherwise encumber, such Trust Assets. Pursuant to the Indenture, the Issuer shall grant a security interest in the Trust Assets to the Indenture Trustee to secure its obligations under the repayment Notes and the Class C Certificate and the payment of all amounts due and owing to the NotesNote Insurer. The Class R Certificate shall represent the beneficial ownership interest in the Trust Assets, and the Noteholders and the Class C Certificateholder shall be entitled to receive payments with respect thereto as set forth herein and pursuant to the Indenture. (c) Following the payment in full of the Notes and all amounts due and owing to the Note Insurer and the release and discharge of the Indenture, all covenants of the Issuer under Article III of the Indenture shall, until payment in full of the each Certificate, remain as covenants of the Issuer for the benefit of the CertificateholderCertificateholders, enforceable by the each Certificateholder to the same extent as such covenants were enforceable by the Noteholders prior to the discharge of the Indenture. Any rights of the Indenture Trustee under Article III of the Indenture, following the discharge of the Indenture, shall vest in the CertificateholderCertificateholders. (d) The Trust Collateral Agent shall, at such time as there are no Notes or Certificates outstanding, [the Note Policy has expired in accordance with its terms] terms and all sums due to (i) [the Note Insurer hereunder or pursuant to the Insurance Agreement, (ii)] ) the Indenture Trustee pursuant to the Indenture and [Indenture, (iii)] ) the Trust Collateral Agent pursuant to this Agreement, have been paid, release any remaining portion of the Trust Assets to the TransferorTransferor and (iv) the Class C Certificateholder pursuant to the LBAC Certificate Guarantee.

Appears in 1 contract

Samples: Sale and Servicing Agreement (Long Beach Acceptance Corp)

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