Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following: (a) obtaining and preserving the Issuer's legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estate; (b) preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estate; (c) arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture; (d) preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture; (e) monitoring the Issuer's obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith; (f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral; (g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default; (h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state agencies; (i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
Appears in 2 contracts
Samples: Administration Agreement (Education Capital I LLC), Administration Agreement (Education Capital I LLC)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) obtaining and preserving the Issuer's legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estate;
(b) preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estate;
(c) arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) monitoring the Issuer's obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default;
(h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state State agencies;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
(j) preparing any requests of the Issuer and certificates of officers of the Issuer and obtaining any opinions of counsel required for the release of the Trust Estate;
(k) preparing all certificates of officers of the Issuer, and coordinating obtaining opinions of counsel as required with respect to any requests by the Issuer of the Indenture Trustee to take any action under the Indenture;
(l) preparing orders of the Issuer and obtaining opinions of counsel as necessary or required for the execution of any amendments or supplements to the Indenture;
(m) preparing and delivering certificates of officers of the Issuer, if necessary, for the release of property from the lien of the Indenture;
(n) preparing and delivering to the Indenture Trustee any agreements with respect to notice provisions;
(o) preparing and delivering investment instructions to the Indenture Trustee, as necessary or required under the terms of the Indenture and in accordance with the applicable investment policy, adopted from time to time; and
(p) taking such actions as may be required of the Issuer under any agreement between the Issuer and other parties relating to the Indenture.
Appears in 2 contracts
Samples: Administration Agreement (Education Capital I LLC), Administration Agreement (Education Capital I LLC)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) a. obtaining and preserving the Issuer's legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estatetrust estate of the Indenture;
(b) b. preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estatetrust estate of the Indenture;
(c) c. arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) d. preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) monitoring the Issuer's obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default;
(h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state agencies;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
Appears in 1 contract
Samples: Administration Agreement (Student Loan Funding LLC)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's ’s duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) obtaining and preserving the Issuer's ’s legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estate;
(b) preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estate;
(c) arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) monitoring the Issuer's ’s obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default;
(h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state agencies;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's ’s name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies. (j) preparing any requests of the Issuer and certificates of officers of the Issuer and obtaining any opinions of counsel required for the release of the Trust Estate;
(k) preparing all certificates of officers of the Issuer, and coordinating obtaining opinions of counsel as required with respect to any requests by the Issuer of the Indenture Trustee to take any action under the Indenture;
(l) preparing orders of the Issuer and obtaining opinions of counsel as necessary or required for the execution of any amendments or supplements to the Indenture;
(m) preparing and delivering certificates of officers of the Issuer, if necessary, for the release of property from the lien of the Indenture;
(n) preparing and delivering to the Indenture Trustee any agreements with respect to notice provisions;
(o) preparing and delivering investment instructions to the Indenture Trustee, as necessary or required under the terms of the Indenture and in accordance with the applicable investment policy, adopted from time to time; and
(p) taking such actions as may be required of the Issuer under any agreement between the Issuer and other parties relating to the Indenture.
Appears in 1 contract
Samples: Administration Agreement (Education Funding Capital Trust-Iv)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) a. obtaining and preserving the Issuer's legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estatetrust estate of the Indenture;
(b) b. preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estatetrust estate of the Indenture;
(c) c. arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) d. preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) e. monitoring the Issuer's obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) f. preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) g. taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event event of Defaultdefault thereunder;
(h) h. preparing and, after execution by the Issuer, filing with the Securities and Exchange Commission (the "Commission"), any applicable state State agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state agenciesState agencies including without limitation, the requirements under any continuing disclosure agreements;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
Appears in 1 contract
Samples: Transfer and Sale Agreement (Student Loan Funding LLC)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) obtaining and preserving the Issuer's legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estate;
(b) preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estate;
(c) arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) monitoring the Issuer's obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default;
(h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state State agencies;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts Funds in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
(j) preparing any requests of the Issuer and certificates of officers of the Issuer and obtaining any opinions of counsel required for the release of the Trust Estate;
(k) preparing all certificates of officers of the Issuer, and coordinating obtaining opinions of counsel as required with respect to any requests by the Issuer of the Indenture Trustee to take any action under the Indenture;
(l) preparing orders of the Issuer and obtaining opinions of counsel as necessary or required for the execution of any amendments or supplements to the Indenture;
(m) preparing and delivering certificates of officers of the Issuer, if necessary, for the release of property from the lien of the Indenture;
(n) preparing and delivering to the Indenture Trustee any agreements with respect to notice provisions;
(o) preparing and delivering investment instructions to the Indenture Trustee, as necessary or required under the terms of the Indenture and in accordance with the applicable investment policy, adopted from time to time; and
(p) taking such actions as may be required of the Issuer under any agreement between the Issuer and other parties relating to the Indenture.
Appears in 1 contract
Samples: Administration Agreement (Education Funding Capital Trust I)
Indenture and Related Documents. The Administrator shall cause the duties and responsibilities of the Issuer under the Indenture to be performed, including but not limited to the actions set forth below. The Administrator shall advise the Issuer when action by the Issuer is necessary to comply with the Issuer's ’s duties under the Indenture and the agreements relating thereto. The Administrator shall prepare for execution, if required, by the Issuer, or shall cause the Administration Agreement (Trust) preparation by other appropriate persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer to prepare, file or deliver pursuant to the Indenture. In furtherance of the foregoing, the Administrator shall take all appropriate action, including but not limited to, the following:
(a) obtaining and preserving the Issuer's ’s legal right to do business in any jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, and each instrument and agreement included in the Trust Estate;
(b) preparing all supplements, amendments, financing statements, continuation statements, instruments of further assurance and other instruments, in accordance with the relevant provisions of the Indenture, necessary to protect the Trust Estate;
(c) arranging for the delivery of any opinions of counsel and certificates of officers of the Issuer and other statements required under the relevant provisions of the Indenture;
(d) preparing and obtaining documents and instruments required for the release of the Issuer from its obligations under the Indenture;
(e) monitoring the Issuer's ’s obligations as to the satisfaction and discharge of the Indenture and preparing any certificates of officers of the Issuer and obtaining any opinions of counsel required in connection therewith;
(f) preparing, obtaining or filing the instruments, opinions and certificates and other documents required for the release of collateral;
(g) taking such actions as may be required of the Issuer under the Indenture upon the occurrence and continuance of an Event of Default;
(h) preparing and, after execution by the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee, documents required to be filed on a periodic basis with, and summaries thereof as may be required by rules and regulations prescribed by, the Commission and any applicable state agencies;
(i) causing the directions of the Issuer to be carried out in connection with opening one or more accounts in the Issuer's ’s name, preparing any orders of the Issuer and certificates of officers of the Issuer and obtaining opinions of counsel required, and taking all other actions necessary, with respect to investment and reinvestment of moneys in the Accounts in accordance with the investment criteria and requirements of the Indenture and applicable investment policies.
(j) preparing any requests of the Issuer and certificates of officers of the Issuer and obtaining any opinions of counsel required for the release of the Trust Estate;
(k) preparing all certificates of officers of the Issuer, and coordinating obtaining opinions of counsel as required with respect to any requests by the Issuer of the Indenture Trustee to take any action under the Indenture;
(l) preparing orders of the Issuer and obtaining opinions of counsel as necessary or required for the execution of any amendments or supplements to the Indenture;
(m) preparing and delivering certificates of officers of the Issuer, if necessary, for the release of property from the lien of the Indenture;
(n) preparing and delivering to the Indenture Trustee any agreements with respect to notice provisions;
(o) preparing and delivering investment instructions to the Indenture Trustee, as necessary or required under the terms of the Indenture and in accordance with the applicable investment policy, adopted from time to time; and
(p) taking such actions as may be required of the Issuer under any agreement between the Issuer and other parties relating to the Indenture.
Appears in 1 contract