Common use of Insolvency of the Seller Clause in Contracts

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.8) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.82. 8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle principal balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments[RESERVED]; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.82.8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle principal balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments[RESERVED]; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.82. 8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle principal balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments[RESERVED]; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.82. 8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle balance of the the Class B Notes; e. to the applicable Student Loan Rate Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.8the 8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7through C.9; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle principal balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.

Insolvency of the Seller. Upon any sale of the assets of the Trust ------------------------ pursuant to Section 9.2 of the Trust Agreement, the Administrator shall instruct the Indenture Trustee in writing to deposit the net proceeds from such sale after all payments and reserves therefrom (including the expenses of such sale) have been made (the "Insolvency Proceeds") in the Collection Account. On the first Distribution Date following the date on which the Insolvency Proceeds are deposited in the Collection Account, the Administrator shall instruct the Indenture Trustee to make the following distributions (after the application on such Distribution Date of the amount of Available Funds and amounts on deposit in the Reserve Account pursuant to Sections 2.7 and 2.82.8.1) from the Insolvency Proceeds and any funds remaining on deposit in the Reserve Account (including the proceeds of any sale of investments therein as described in the following sentence): a. to the Class A Noteholders, any unpaid Class A Noteholders' Interest Distribution Amount for such Distribution Date as set forth in Sections 2.7C.4; b. to the Class A Noteholders, the outstanding principal balance of the Class A Notes in the same order and priority as is set forth in Sections 2.7C.6 and C.7through C.9; c. to the Class B Noteholders, any unpaid Class B Noteholders' Interest Distribution Amount for such Distribution Date; d. to the Class B Noteholders, the outstanding principle principal balance of the the Class B Notes; e. to the applicable Swap Counterparties, in proportion to their respective entitlements under the applicable Swap Agreements without preference or priority, any unpaid Swap Payments[RESERVED]; and f. to the Servicer, any unpaid Carryover Servicing Fees. Any investment on deposit in the Reserve Account that will not mature on or before such Distribution Date shall be sold by the Indenture Trustee at such time as will result in the Indenture Trustee receiving the proceeds from such sale not later than the Business Day preceding such Distribution Date. Any Insolvency Proceeds remaining after the deposits described above shall be paid to the Seller.