Investor Certificateholders Sample Clauses

Investor Certificateholders. The Paying Agent shall have the revocable authority to make withdrawals from the Distribution Account. Funds on deposit in the Distribution Account shall not be invested.
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Investor Certificateholders. The Qualified Trust Institution shall maintain, either on its own or through its nominee or custodian for the benefit of the Series 1999-1 Investor Certificateholders, possession of any certificated negotiable instrument or security (other than certificated securities held by a clearing corporation) evidencing the Permitted Investments described in clause (a) of the definition thereof relating to the Collection Account from the time of purchase thereof until the time of maturity. Subject to the restrictions set forth above, the Servicer, or a Person designated in writing by the Servicer, shall instruct the Trustee in writing with respect to the investment of funds on deposit in the Series 1999-1
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Investor Certificateholders. The Series Accounts shall be established at a depository institution which agrees in writing as follows:
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Investor Certificateholders. If and to the extent the Series Accounts and the property credited thereto are characterized as property of the Transferor, the Transferor hereby assigns, sets-over, conveys, pledges and grants a security interest and lien (free and clear of all other Liens) to the Trustee for the benefit of the Certificateholders, in all of the Transferor's right, title and interest (if any) in and to the Series Accounts and the amounts on deposit in the Series Accounts and all property now or hereafter credited thereto, including but not limited to Permitted Investments, together with all proceeds thereof, as collateral security for the amounts payable from time to time to the Trustee, for the benefit of the Series 1999-1
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Investor Certificateholders. The --------------------------------------------------- Series 1999-1 Investor Certificates shall represent fractional Undivided Interests in the Trust, consisting of the right to receive, to the extent necessary to make the required payments with respect to such Series 1999-1 Investor Certificates at the times and in the amount specified in this Agreement, (a) the related Investor Percentage of Collections received with respect to the Receivables, (b) funds on deposit in the Collection Account and the Excess Funding Account allocable to the Series 1999-1 Investor Certificates, (c) funds and securities on deposit in the Finance Charge Account, the Principal Account, the Distribution Account and the Series 1999-1 Collection Subaccount, (d) with respect to the Class A Certificates only, funds and securities on deposit in the Reserve Account, up to the Available Reserve Account Amount, and the Principal Funding Account and (e) with respect to the Class A Certificates and the Class B Certificates only, the right to receive payments pursuant to the Interest Rate Caps in accordance with Section 4.11. The Collateral Interest shall be subordinate to the Class A Certificates and the Class B Certificates to the extent described herein. The Class B Certificates shall be subordinate to the Class A Certificates to the extent described herein. The Exchangeable Seller Certificate shall represent the ownership interest in the Trust Assets not allocated to the Series 1999-1 Investor Certificates or any other Series outstanding; provided, however, the ownership interest represented by the -------- ------- Exchangeable Seller Certificate and any other Series outstanding shall not represent any interest in the Series 1999-1 Collection Subaccount, the Principal Funding Account, the Reserve Account or the Interest Rate Caps, except as specifically provided in this Article IV.
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Investor Certificateholders. The Qualified Trust Institution shall maintain, either on its own or through its nominee or custodian for the benefit of the Series 1998-1 Investor Certificateholders, possession of any certificated negotiable instrument or security (other than certificated securities held by a clearing corporation) evidencing the Permitted Investments described in clause (a) of the definition thereof
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Investor Certificateholders. Notice of any amendment entered into pursuant to this clause (a) shall be given to the Rating Agencies. (b) This Agreement may be amended from time to time by the Seller and the Purchaser, so long as the Rating Agency Condition is satisfied, with the consent of a Majority in Interest of each adversely affected Series for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement or of modifying in any manner the rights of the Certificateholders. The Trustee may request an Officer's Certificate and Opinion of Counsel with respect to an amendment entered into pursuant to this clause (b) concerning compliance with the requirements of this Agreement. Any amendment to be effected pursuant to this paragraph shall be deemed to adversely affect all outstanding Series, other than any Series with respect to which such action shall not, as evidenced by an Opinion of Counsel (which counsel shall not be an employee of, or counsel for, Dell, the Seller or the Purchaser), addressed and delivered to the Trustee, adversely affect the interests of any Investor Certificateholder of such Series.
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Investor Certificateholders. The Trustee and the Paying Agent shall pay to the Transferor upon request any moneys held by them for the payment of principal or interest which remains unclaimed for two years. After payment to the Transferor, Investor Certificateholders entitled to the money must look to the Transferor for payment as general creditors unless an applicable abandoned property law designates another Person.
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Investor Certificateholders. The Trustee shall possess all right, title and interest in all amounts held from time to time in the Reserve Account and in all proceeds thereof. Pursuant to the authority granted to it pursuant to subsection 3.1(b), the Servicer shall have the power, revocable by the Trustee, to withdraw funds and to instruct the Trustee to withdraw funds from the Reserve Account for the purposes of carrying out its duties hereunder. Funds on deposit in the Reserve Account shall at all times be invested by the Trustee, at the written direction (or telephonic direction, promptly confirmed in writing) of the Servicer, in Permitted Investments. Any such investment shall mature and such funds shall be available for withdrawal on the Transfer Date following the Monthly Period in which such funds were processed for collection. Subject to the restrictions set forth above, the Servicer, or a Person designated in writing by the Servicer, shall instruct the applicable Qualified Institution in writing with respect to the investment of funds allocated to the Reserve Account. For purposes of determining the availability of funds or the balances in the Reserve Account for any reason under this Agreement, all investment earnings on such funds (net of losses and expenses) shall be deemed not to be available or on deposit until actually credited to the Reserve Account. Permitted Investments shall not be disposed of prior to their maturity. The foregoing notwithstanding, all amounts held in the Reserve Account may be transferred to, and held as part of, the "Reserve Account" established pursuant to the Younkers Agreement and Series 1995-1. In no event shall the funds held in the Reserve Account for Series 1998-1 and in the Reserve Account established pursuant to the Younkers Agreement and Series 1995-1 exceed the total amount required under the Younkers Agreement and Series 1995-1.
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Related to Investor Certificateholders

  • Holder or Certificateholder The registered owner of any Certificate as recorded on the books of the Certificate Registrar except that, solely for the purposes of taking any action or giving any consent pursuant to this Agreement, any Certificate registered in the name of the Depositor, the Trustee, the Master Servicer, any Servicer, the Cap Provider, the Credit Risk Manager, or any Affiliate thereof shall be deemed not to be outstanding in determining whether the requisite percentage necessary to effect any such consent has been obtained, except that, in determining whether the Trustee shall be protected in relying upon any such consent, only Certificates which a Responsible Officer of the Trustee knows to be so owned shall be disregarded. The Trustee may request and conclusively rely on certifications by the Depositor, the Master Servicer, the applicable Servicer, the Cap Provider or the Credit Risk Manager in determining whether any Certificates are registered to an Affiliate of the Depositor, the Master Servicer, any Servicer, the Cap Provider or the Credit Risk Manager.

  • Certificateholders The death or incapacity of any Certificateholder shall neither operate to terminate this Trust Agreement, nor entitle such Certificateholder’s legal representative or heirs to claim an accounting or to take any action or proceeding in any court for a partition or winding up of the affairs of the Trust Fund, nor otherwise affect the rights, duties and obligations of any of the parties to this Trust Agreement. Except as provided in Article V and Article VII, no Certificateholder shall have any right to vote or in any manner otherwise control the operation and management of the Trust Fund, or the obligations of the parties hereto, nor shall anything herein set forth, or contained in the terms of the Certificates, be construed so as to constitute the Certificateholders from time to time as partners or members of an association; nor shall any Certificateholder be under any liability to any third person by reason of any action taken by the parties to this Trust Agreement pursuant to any provision hereof. No Certificateholder shall have any right by virtue of any provision of this Trust Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this Trust Agreement unless an Event of Default shall have occurred and be continuing in respect of the Trust Agreement. It is understood and intended, and is expressly covenanted by each Certificateholder with every other Certificateholder and the Trustee, that no one or more Holders of Certificates shall have any right in any manner whatever by virtue of any provision of this Trust Agreement to affect, disturb or prejudice the rights of the Holders of any other such Certificates, or to obtain or seek to obtain priority over or preference to any other such Holder, or to enforce any right under this Trust Agreement, except in the manner herein provided and for the equal, ratable and common benefit of all Certificateholders. For the protection and enforcement of the provisions of this Section, each and every Certificateholder and the Trustee shall be entitled to such relief as can be given either at law or in equity.

  • Depositor as Certificateholder The Depositor in its individual or any other capacity may become the owner or pledgee of Certificates and may otherwise deal with the Owner Trustee or its Affiliates as if it were not the Depositor.

  • Control by Certificateholders The Holders of Certificates of any Class holding Certificates representing not less than the Required Percentage--Direction of Trustee of the aggregate Voting Rights of the Outstanding Certificates of such Class shall have the right to direct the time, method and place of conducting any Proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee under this Trust Agreement, including any right of the Trustee as holder of the Underlying Securities; provided that: (i) such direction shall not be in conflict with any rule of law or with this Trust Agreement and would not involve the Trustee in personal liability or expense; (ii) the Trustee shall determine, based upon an Opinion of Counsel, that the action so directed would not be unjustly prejudicial to the Holders of Certificates of such Class not taking part in such direction; and (iii) the Trustee may take any other action deemed proper by the Trustee which is not inconsistent with such direction.

  • Notification to Noteholders and Certificateholders Upon any termination of, or appointment of a successor to, the Servicer pursuant to this Article VII, the Indenture Trustee shall give prompt written notice thereof to the Noteholders and the Depositor, who promptly shall provide such notice to the Rating Agencies, and the Owner Trustee shall give prompt written notice thereof to the Certificateholders.

  • Statements to Noteholders and Certificateholders On or prior to the close of business on each Payment Determination Date, the Servicer shall provide to the Indenture Trustee (with a copy to the Rating Agencies) for the Indenture Trustee to post on its internet website pursuant to Section 6.06 of the Indenture, the Servicer’s Certificate substantially in the form of Exhibit B, setting forth at least the following information as to the Notes, to the extent applicable: (a) the amount of such distribution allocable to principal allocable to each Class of Notes; (b) the amount of such distribution allocable to interest allocable to each Class of Notes; (c) the Outstanding Amount of each Class of Notes and the Note Pool Factor for each such Class as of the close of business on the last day of the preceding Collection Period; (d) the amount of the Servicing Fee paid to the Servicer with respect to the related Collection Period, the amount of any unpaid Servicing Fee and the change in such amount from the prior Payment Date; (e) the balance of the Reserve Account on such Payment Determination Date before and after giving effect to deposits and withdrawals to be made on the immediate following Payment Date, if any; (f) the amount, if any, distributed to Noteholders and Certificateholders from amounts on deposit in the Reserve Account or from other forms of credit enhancement; (g) the Pool Balance as of the close of business on the last day of the related Collection Period, before and after giving effect to payments allocated to principal reported under clause (a) above; (h) the Class A Noteholders’ Interest Carryover Shortfall; (i) the Class B Noteholders’ Interest Carryover Shortfall; (j) the Class C Noteholders’ Interest Carryover Shortfall; (k) the number of Receivables purchased by, and the aggregate Purchase Amount paid by, World Omni or the Servicer with respect to the related Collection Period; (l) delinquency information relating to the Receivables which has a payment of more than $40 that is more than 30, 60, 90 or 120 days delinquent; (m) the aggregate amount of Receivables which have become Defaulted Receivables during the preceding Collection Period; (n) the amount, if any, distributed to the Certificateholders; (o) the Noteholders’ First Priority Principal Distributable Amount; (p) the Noteholders’ Second Priority Principal Distributable Amount; (q) the Noteholders’ Third Priority Principal Distributable Amount; (r) the Noteholders’ Principal Distributable Amount; (s) the Overcollateralization Target Amount for the immediately following Payment Date; (t) the number and dollar amount of Receivables at the beginning and end of the applicable Collection Period, and the weighted average Contract Rate and weighted average remaining term of the Receivables held by the Trust; (u) delinquency and loss information for the applicable Collection Period and any material changes in determining or defining delinquencies, charge-offs and uncollectible accounts; (v) material breaches of pool asset representations and warranties or transaction covenants; (w) any material modifications, extensions or waivers relating to the terms of or fees, penalties or payments on, pool assets during the distribution period or that, cumulatively, have become material over time; (x) the Yield Supplement Overcollateralization Amount for the related Payment Date; (y) a material change in World Omni or the Depositor’s retained interest in the Notes or Certificates; (z) the Interest Rate (including the SOFR Rate or the then-current Benchmark, as applicable) for each Class of Notes for the related Payment Date; and (aa) any SOFR Adjustment Conforming Changes or Benchmark Replacement Conforming Changes. Each amount set forth on the Servicer’s Certificate under clauses (a), (b), (h), (i), (j), (o), (p), (q) and (r) above shall be expressed as a dollar amount per $1,000 of original principal amount of a Note. Deliveries pursuant to this Section 5.08 may be delivered by electronic mail. Upon determination by the Administrator (on behalf of the Issuing Entity) of a Benchmark Replacement or the making of any Benchmark Replacement Conforming Changes, the Administrator shall also cause the Servicer to include any information regarding the Unadjusted Benchmark Replacement, the Benchmark Replacement Adjustment and such Benchmark Replacement Conforming Changes, or SOFR Adjustment Conforming Changes provided by the Administrator (on behalf of the Issuing Entity).

  • Actions by Certificateholders (a) Wherever in this Agreement a provision is made that an action may be taken or a Notice given by Certificateholders, such action or Notice may be taken or given by any Certificateholder, unless such provision requires a specific percentage of Certificateholders. (b) Any Notice, request, authorization, direction, consent, waiver or other act by the Holder of a Certificate shall bind such Holder and every subsequent Holder of such Certificate and of any Certificate issued upon the registration of transfer thereof or in exchange therefor or in lieu thereof in respect of anything done or omitted to be done by the Trustee or the Servicer in reliance thereon, whether or not notation of such action is made upon such Certificate.

  • Noteholders Amounts properly withheld under the Code by any Person from a payment to any Noteholder of interest and/or principal shall be considered as having been paid by the Issuer to such Noteholder for all purposes of this Indenture.

  • Statements to Certificateholders and Noteholders (a) On each Determination Date the Servicer shall provide to the Indenture Trustee (with a copy to the Rating Agencies), for the Indenture Trustee to make available to each Noteholder of record, and, if NH Credit or an Affiliate is not the Servicer or the Depositor is not the sole Certificateholder, to the Indenture Trustee (if the Indenture Trustee is responsible on the related Payment Date to make the payment required under Section 5.2(a) of the Trust Agreement) or the Trustee (if the Trustee is responsible on the related Payment Date to make the payment required under Section 5.2(a) of the Trust Agreement), for the Indenture Trustee or Trustee, as applicable, to forward to each Certificateholder of record, a statement substantially in the form of Exhibit C, setting forth at least the following information as to each Class of the Notes and the Certificates to the extent applicable: (i) the amount of such distribution allocable to principal of each Class of Notes; (ii) the amount of the distribution allocable to interest on each Class of Notes; (iii) the amount to be distributed to the Certificateholders; (iv) the Pool Balance as of the close of business on the last day of the preceding Collection Period; (v) the aggregate Outstanding Amount and the Note Pool Factor for each Class of Notes as of such Payment Date, after giving effect to payments allocated to principal reported under clause (i) above; (vi) [Reserved]; (vii) the amount of the Servicing Fee paid to the Servicer with respect to the preceding Collection Period; (viii) the amount of the Administration Fee paid to the Administrator in respect of the preceding Collection Period; (ix) the amount of the aggregate Realized Losses, if any, for such Collection Period; (x) the aggregate Purchase Amounts for Receivables, if any, that were repurchased or purchased in such Collection Period; (xi) the balance of the Spread Account on the related Payment Date, after giving effect to changes therein on such Payment Date; (xii) [Reserved]; (xiii) [Reserved]; (xiv) [Reserved]; (xv) [Reserved]; (xvi) [Reserved]; (xvii) [Reserved]; (xviii) [Reserved]; (xix) [Reserved]; (xx) the Specified Spread Account Balance. The Indenture Trustee will make the statement to Noteholders available each month to Noteholders and other parties to the Basic Documents via the Indenture Trustee’s internet website, which is presently located at xxxx://xx.xxxxxxxxxx.xxx. Persons who are unable to use the above website are entitled to have a paper copy mailed to them via first class mail by calling the Indenture Trustee at (000) 000-0000. The Indenture Trustee shall have the right to change the way the statement to Noteholders is distributed in order to make such distribution more convenient and/or more accessible to the above parties and to the Noteholders. The Indenture Trustee shall provide timely and adequate notification to all above parties and to the Noteholders regarding any such change. In connection with any electronic transmissions of information, including without limitation, the use of electronic mail or internet or intranet web sites, the systems used in such transmissions are not fully tested by the Indenture Trustee and may not be completely reliable as to stability, robustness and accuracy. Accordingly, the parties hereto acknowledge and agree that information electronically transmitted as described herein may not be relied upon as timely, accurate or complete and that the Indenture Trustee shall have no liability hereunder in connection with such information transmitted electronically. The parties hereto further acknowledge that any and all systems, software or hardware utilized in posting or retrieving any such information are utilized on an “as is” basis without representation or warranty as to the intended uses of such systems, software or hardware. The Indenture Trustee makes no representation or warranty that the systems and the related software used in connection with the electronic transmission of information are free and clear of threats known as software and hardware viruses, time bombs, logic bombs, Trojan horses, worms, or other malicious computer instructions, intentional devices or techniques which may cause a component or system to become erased, damaged, inoperable, or otherwise incapable of being used in the manner to which it is intended, or which would permit unauthorized access thereto.

  • Persons Deemed Certificateholders Prior to due presentation of a Certificate for registration of transfer, the Owner Trustee or the Certificate Registrar may treat the Person in whose name any Certificate shall be registered in the Certificate Register as the owner of such Certificate for the purpose of receiving distributions pursuant to Section 5.02 and for all other purposes whatsoever, and neither the Owner Trustee nor the Certificate Registrar shall be bound by any notice to the contrary.

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