Common use of Indenture Trustee May Enforce Claims Without Possession of Notes Clause in Contracts

Indenture Trustee May Enforce Claims Without Possession of Notes. All rights of action and claims under this Indenture or the Notes of any Series, Class or Tranche may be prosecuted and enforced by the Indenture Trustee, without the possession of any of the Notes of such Series, Class or Tranche or the production thereof in any proceeding relating thereto, and any such proceeding instituted by the Indenture Trustee, will be brought in its own name as trustee of an express trust, and any recovery of judgment will, after provision for the payment of the reasonable compensation, expenses, disbursements and advances of the Indenture Trustee and its respective agents and counsel, be for the ratable benefit of the Holders of the Notes of the Series, Class or Tranche in respect of which such judgment has been recovered. Section 606. Application of Money Collected. Any money or other property collected by the Indenture Trustee, with respect to a Series, Class or Tranche of Notes pursuant to this Article VI will be applied in the following order, at the date or dates fixed by the Indenture Trustee and, in case of the distribution of such money on account of principal or interest, upon presentation of the Notes of such Series, Class or Tranche and the notation thereon of the payment if only partially paid and upon surrender thereof if fully paid: (a) first, to the payment of all amounts due the Indenture Trustee under Section 707(a); (b) second, to the payment of the amounts then due and unpaid upon the Notes of that Series, Class or Tranche for principal and interest, in respect of which or for the benefit of which such money has been collected, ratably, without preference or priority of any kind (but subject to the allocation provided in the relevant allocation provisions of the related Asset Pool Supplement and the related Indenture Supplement), according to the amounts due and payable on such Notes for principal and interest, respectively; (c) third, to pay any servicing fee and any other fees or expenses then owing for that Series, Class or Tranche of Notes; and (d) fourth, to the Issuer. Section 607. Indenture Trustee May Elect to Hold the Collateral Certificate. Following an acceleration of any Series, Class or Tranche of Notes, the Indenture Trustee may elect to continue to hold a Collateral Certificate and apply distributions on a Collateral Certificate in accordance with the regular distribution provisions pursuant to the relevant allocation provisions of the related Asset Pool Supplement, except that principal will be paid on the accelerated Series, Class or Tranche of Notes to the extent funds are received and allocated to the accelerated Series, Class or Tranche, and payment is permitted by the subordination provisions of the accelerated Series, Class or Tranche.

Indenture Trustee May Enforce Claims Without Possession of Notes. (a) All rights of action and claims under this Indenture Agreement or the Notes of any Series, Class or Tranche may be prosecuted and enforced by the Indenture Trustee, Trustee without the possession of any of the Notes of such Series, Class or Tranche or the production thereof in any proceeding relating thereto, and any such proceeding instituted by the Indenture Trustee, will Trustee shall be brought in its own name or in its capacity as trustee Indenture Trustee for the benefit of an express trustall Holders of such Notes, subject to the provisions of this Agreement and any the Indenture. Any recovery of judgment willshall, after provision for the payment of the reasonable compensation, expenses, disbursements disbursement and advances of the Indenture Trustee (for the avoidance of doubt, in its individual capacity and as Indenture Trustee on behalf of the Issuer), its respective agents and counsel, be for the ratable benefit of or the Holders of the Notes of the Series, Class or Tranche Noteholders in respect of which such judgment has been recovered. Section 606. Application of Money Collected. Any money . (b) The Indenture Trustee shall afford the Seller, the Depositor and each Securityholder upon reasonable notice during normal business hours at its Corporate Trust Office or other property collected office designated by the Indenture Trustee, with respect access to a Series, Class or Tranche of Notes pursuant to this Article VI will be applied in the following order, at the date or dates fixed all records maintained by the Indenture Trustee and, in case respect of its duties hereunder and access to officers of the distribution Indenture Trustee responsible for performing such duties. The Indenture Trustee shall cooperate fully with the Seller, the Depositor and such Securityholder and shall, subject to the first sentence of this Section 8.12(b), make available to the Seller, the Depositor and such money on account of principal Securityholder for review and copying such books, documents or interestrecords as may be requested with respect to the Indenture Trustee’s duties hereunder. The Seller, upon presentation of the Notes of such Series, Class or Tranche Depositor and the notation thereon Securityholders shall not have any responsibility or liability for any action or failure to act by the Indenture Trustee and are not obligated to supervise the performance of the payment if only partially paid and upon surrender thereof if fully paid: (a) first, to the payment of all amounts due the Indenture Trustee under Section 707(a); (b) second, to the payment of the amounts then due and unpaid upon the Notes of that Series, Class this Agreement or Tranche for principal and interest, in respect of which or for the benefit of which such money has been collected, ratably, without preference or priority of any kind (but subject to the allocation provided in the relevant allocation provisions of the related Asset Pool Supplement and the related Indenture Supplement), according to the amounts due and payable on such Notes for principal and interest, respectively;otherwise. (c) thirdThe Securities Administrator shall afford the Seller, to pay any servicing fee and any other fees or expenses then owing for that Series, Class or Tranche of Notes; and (d) fourth, to the Issuer. Section 607. Indenture Trustee May Elect to Hold the Collateral Certificate. Following an acceleration of any Series, Class or Tranche of NotesDepositor, the Indenture Trustee may elect and each Securityholder upon reasonable notice during normal business hours at its offices at 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000 or other office designated by the Securities Administrator, access to continue all records maintained by the Securities Administrator in respect of its duties hereunder and access to hold a Collateral Certificate officers of the Securities Administrator responsible for performing such duties. Upon request, the Securities Administrator shall furnish the Depositor and apply distributions on a Collateral Certificate in accordance any requesting Securityholder with its most recent audited financial statements. The Securities Administrator shall cooperate fully with the regular distribution provisions pursuant Seller, the Depositor, the Indenture Trustee and such Securityholder and shall, subject to the relevant allocation provisions first sentence of this Section 8.12(c), make available to the Seller, the Depositor and such Securityholder for review and copying such books, documents or records as may be requested with respect to the Securities Administrator’s duties hereunder. The Seller, the Depositor, the Indenture Trustee and the Securityholders shall not have any responsibility or liability for any action or failure to act by the Securities Administrator and are not obligated to supervise the performance of the related Asset Pool Supplement, except that principal will be paid on the accelerated Series, Class Securities Administrator under this Agreement or Tranche of Notes to the extent funds are received and allocated to the accelerated Series, Class or Tranche, and payment is permitted by the subordination provisions of the accelerated Series, Class or Trancheotherwise.

Indenture Trustee May Enforce Claims Without Possession of Notes. (a) All rights of action and claims under this Indenture Agreement or the Notes of any Series, Class or Tranche may be prosecuted and enforced by the Indenture Trustee, Trustee without the possession of any of the Notes of such Series, Class or Tranche or the production thereof in any proceeding relating thereto, and any such proceeding instituted by the Indenture Trustee, will Trustee shall be brought in its own name or in its capacity as trustee Indenture Trustee for the benefit of an express trustall Holders of such Notes, subject to the provisions of this Agreement and any the Indenture. Any recovery of judgment willshall, after provision for the payment of the reasonable compensation, expenses, disbursements disbursement and advances of the Indenture Trustee (for the avoidance of doubt, in its individual capacity and as Indenture Trustee on behalf of the Issuer), its respective agents and counsel, be for the ratable benefit of or the Holders of the Notes of the Series, Class or Tranche Noteholders in respect of which such judgment has been recovered. Section 606. Application of Money Collected. Any money . (b) The Indenture Trustee shall afford the Seller, the Depositor and each Securityholder upon reasonable notice during normal business hours at its Corporate Trust Office or other property collected office designated by the Indenture Trustee, with respect access to a Series, Class or Tranche of Notes pursuant to this Article VI will be applied in the following order, at the date or dates fixed all records maintained and physically held by the Indenture Trustee and, in case respect of its duties hereunder and access to officers of the distribution Indenture Trustee responsible for performing such duties. The Indenture Trustee shall cooperate fully with the Seller, the Depositor and such Securityholder and shall, subject to the first sentence of this Section 8.12(b), make available to 115 the Seller, the Depositor and such money on account of principal Securityholder for review and copying such books, documents or interestrecords as may be requested with respect to the Indenture Trustee's duties hereunder. The Seller, upon presentation of the Notes of such Series, Class or Tranche Depositor and the notation thereon Securityholders shall not have any responsibility or liability for any action or failure to act by the Indenture Trustee and are not obligated to supervise the performance of the payment if only partially paid and upon surrender thereof if fully paid: (a) first, to the payment of all amounts due the Indenture Trustee under Section 707(a); (b) second, to the payment of the amounts then due and unpaid upon the Notes of that Series, Class this Agreement or Tranche for principal and interest, in respect of which or for the benefit of which such money has been collected, ratably, without preference or priority of any kind (but subject to the allocation provided in the relevant allocation provisions of the related Asset Pool Supplement and the related Indenture Supplement), according to the amounts due and payable on such Notes for principal and interest, respectively;otherwise. (c) thirdThe Securities Administrator shall afford the Seller, to pay any servicing fee and any other fees or expenses then owing for that Series, Class or Tranche of Notes; and (d) fourth, to the Issuer. Section 607. Indenture Trustee May Elect to Hold the Collateral Certificate. Following an acceleration of any Series, Class or Tranche of NotesDepositor, the Indenture Trustee may elect and each Securityholder upon reasonable notice during normal business hours at its offices at 0000 Xxx Xxxxxxxxx Xxxx, Xxxxxxxx, Xxxxxxxx 00000 or other office designated by the Securities Administrator, access to continue all records maintained by the Securities Administrator in respect of its duties hereunder and access to hold a Collateral Certificate officers of the Securities Administrator responsible for performing such duties. Upon request, the Securities Administrator shall furnish the Depositor and apply distributions on a Collateral Certificate in accordance any requesting Securityholder with its most recent audited financial statements. The Securities Administrator shall cooperate fully with the regular distribution provisions pursuant Seller, the Depositor, the Indenture Trustee and such Securityholder and shall, subject to the relevant allocation provisions first sentence of this Section 8.12(c), make available to the Seller, the Depositor and such Securityholder for review and copying such books, documents or records as may be requested with respect to the Securities Administrator's duties hereunder. The Seller, the Depositor, the Indenture Trustee and the Securityholders shall not have any responsibility or liability for any action or failure to act by the Securities Administrator and are not obligated to supervise the performance of the related Asset Pool Supplement, except that principal will be paid on the accelerated Series, Class Securities Administrator under this Agreement or Tranche of Notes to the extent funds are received and allocated to the accelerated Series, Class or Tranche, and payment is permitted by the subordination provisions of the accelerated Series, Class or Trancheotherwise.