Common use of Limitation on rights of certificate holders Clause in Contracts

Limitation on rights of certificate holders. A certificate holder’s death or incapacity will not terminate this agreement or the Trust Fund, nor entitle the certificate holder’s legal representatives or heirs to claim an accounting or to take an action or commence a proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect the rights, obligations and liabilities of any party to this agreement. No certificate holder may vote (except as provided in section 10.1) or otherwise control the operation and management of the Trust Fund or the obligations of the parties, nor will anything in this agreement or the certificates be construed to constitute the certificate holders as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; nor will a certificate holder be liable to any third person for any action taken by the parties to this agreement pursuant to its provisions. A certificate holder may not institute any suit, action or proceeding with respect to this agreement, unless · the holder has notified the Trustee of the continuance of an Event of Default, · the holders of the Required Amount of certificates have requested the Trustee to institute such action, suit or proceeding in its own name as Trustee, and have offered the Trustee such reasonable indemnity as it requires against the costs, expenses and liabilities to be incurred, and · the Trustee, for 60 days after its receipt of the notice, request and offer of indemnity, fails to institute any the action, suit or proceeding. Each certificate holder understands, and agrees with every other certificate holder and the Trustee, that no certificate holders may under this agreement affect, disturb or prejudice the rights of any other certificate holders, or obtain priority over or preference to any such other holders, or enforce any right under this agreement, except as provided in this agreement, and for the equal, ratable and common benefit of all certificate holders. For the protection and enforcement of the provisions of this section 10.3, each certificate holder and the Trustee may seek such relief as can be given either at law or in equity.

Limitation on rights of certificate holders. A certificate holder’s death No CPR Certificate holder will have the right to enforce, institute or incapacity will not terminate this agreement or the Trust Fund, nor entitle the certificate holder’s legal representatives or heirs to claim an accounting or to take an action or commence a proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect the rights, obligations and liabilities of any party to this agreement. No certificate holder may vote (except as provided in section 10.1) or otherwise control the operation and management of the Trust Fund or the obligations of the parties, nor will anything in this agreement or the certificates be construed to constitute the certificate holders as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; nor will a certificate holder be liable to any third person for any action taken by the parties to this agreement pursuant to its provisions. A certificate holder may not institute maintain any suit, action or proceeding with against the Litigation Trustees to enforce or otherwise act in respect to this agreement, of the CPR Certificates unless · the such holder has notified previously given written notice to the Trustee Litigation Trustees of the continuance substance of an Event of Defaultsuch dispute, · the and holders of at least a majority in interest of the Required Amount issued and outstanding CPR Certificates have given written notice to such parties of certificates their support for the institution of such proceeding to resolve such dispute. No CPR Certificate holder or the CPR Trust will have requested the Trustee right to enforce, institute such actionor maintain any suit, suit action or proceeding against Ahmanson, Home Savings, its affiliates, officers, directors, employees or agents relating to the formation of the CPR Trust, the entering into of the Commitment, the distribution of the CPR Certificates, the Litigation or the performance by the Litigation Trustees of their duties as Litigation Trustees, except that the CPR Trust (or the Litigation Trustees on behalf of the CPR Trust) may enforce, institute or maintain a suit, action or proceeding against Ahmanson for failure to pay the Commitment Amount when due or deliver any CPR Certificate when due or return to the CPR Trust for cancellation any CPR Certificate required to be returned or against Ahmanson or Home Savings for breach of obligations in its own name as Trusteeconnection with the Expense Fund. Fees and expenses incurred by Ahmanson in such a suit, action or proceeding shall not be set off against the Case Proceeds if the CPR Trust or the Litigation Trustees prevail, and have offered shall be payable by the Trustee such reasonable indemnity as it requires against the costs, expenses and liabilities to be incurred, and · the Trustee, for 60 days after its receipt CPR Trust out of the noticeCase Proceeds, request including any Retained Amounts, if the Litigation Trustees do not prevail. The CPR Certificate holders will have no voting rights, no liquidation preference and offer no rights to dividends or distributions other than their pro rata share of indemnity, fails to institute any the action, suit or proceeding. Each certificate holder understands, and agrees with every other certificate holder and the Trustee, that no certificate holders may under this agreement affect, disturb or prejudice the rights of Commitment Amount plus any other certificate holders, or obtain priority over or preference to any such other holders, or enforce any right under this agreement, except as provided in this agreement, and for the equal, ratable and common benefit of all certificate holders. For the protection and enforcement of the provisions of this section 10.3, each certificate holder and the Trustee may seek such relief as can be given either at law or in equityCPR Trust assets.

Limitation on rights of certificate holders. A certificate holder’s (a) The death or incapacity will of any Investor Certificateholder shall not operate to terminate this agreement Agreement or the Trust FundTrust, nor shall such death or incapacity entitle the certificate holder’s such Investor Certificateholders' legal representatives or heirs to claim an accounting or to take an any action or commence a any proceeding in any court for a partition or winding up of the Trust FundTrust, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any party of them. (b) No Certificateholder shall have the right to this agreement. No certificate holder may vote (except as expressly provided in section 10.1this Agreement, including without limitation under Section 11.14) or in any manner otherwise control the operation and management of the Trust Fund Trust, or the obligations of the partiesparties hereto, nor will shall anything herein set forth, or contained in this agreement or the certificates terms of the Certificates, be construed so as to constitute the certificate holders Certificateholders from time to time as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; association other than for Federal, state or local income or franchise tax purposes only, nor will a certificate holder shall any Investor Certificateholder be liable under any liability to any third person for by reason of any action taken by the parties to this agreement Agreement pursuant to its provisions. A certificate holder may not any provision hereof. (c) No Investor Certificateholder shall have any right by virtue of any provisions of this Agreement to file or otherwise institute any suit, action or proceeding in equity or at law upon or under or with respect to this agreementAgreement, unless · such Investor Certificateholder previously shall have made, and unless the holder has notified the Trustee Holders of Investor Certificates evidencing more than 50% of the continuance of an Event of DefaultTrust Invested Amount shall have made, · the holders of the Required Amount of certificates have requested a written request to the Trustee to institute such action, suit or proceeding in its own name as Trustee, Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it requires may require against the costs, expenses and liabilities to be incurredincurred therein or thereby, and · the Trustee, for 60 days after its receipt of the notice, such request and offer of indemnity, fails shall have failed to file or otherwise refused to institute any the such action, suit or proceeding. Each certificate holder understands; it being understood and intended, and agrees being expressly covenanted, by each Certificateholder with every other certificate Certificate- holder and the Trustee, that no certificate holders may under one or more Certificateholders shall have any right in any manner whatever by virtue or by availing itself or themselves of any provisions of this agreement Agreement to affect, disturb or prejudice the rights of the holders of any other certificate holdersof the Investor Certificates, or to obtain or seek to obtain priority over or preference to any such other holdersInvestor Certificate- holder, or to enforce any right under this agreementAgreement, except as in the manner herein provided in this agreement, and for the equal, ratable and common benefit of all certificate holdersInvestor Certificateholders. For the protection and enforcement of the provisions of this section 10.3Section 13.03, each certificate holder and every Investor Certificateholder and the Trustee may seek shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Pooling and Servicing Agreement, the Certificates or any Supplement, each Investor Certificateholder shall have the right to receive the payments of all amounts due hereunder, under the Certificates held by such Holder and under the Supplement relating to the Series of Certificates held by such Holder and the right to institute suit for the enforcement of any such payment without the consent of the Trustee or any other Holder. (d) By its acceptance of the Transferor Certificate, the Holder thereof agrees that it will take no action with respect to such Holder's rights under the Agreement that is inconsistent with, or adverse to, the interests of the Investor Certificateholders.

Limitation on rights of certificate holders. A certificate holder’s (a) The death or incapacity will of any Certificateholder shall not operate to terminate this agreement Agreement or the Trust Fund, nor entitle the certificate holder’s such Certificateholder's legal representatives or heirs to claim an accounting or to take an any action or commence a proceeding in any court for a partition or winding up of the Trust Fund, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any party of them. (b) No Certificateholder shall have any right to this agreement. No certificate holder may vote (except as expressly provided in section 10.1for herein) or in any manner otherwise control the operation and management of the Trust Fund Fund, or the obligations of the partiesparties hereto, nor will shall anything herein set forth, or contained in this agreement or the certificates terms of the Certificates, be construed so as to constitute the certificate holders Certificateholders from time to time as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; nor will a certificate holder shall any Certificateholder be liable under any liability to any third person for party by reason of any action taken by the parties to this agreement Agreement pursuant to its provisions. A certificate holder may not any provision hereof. (c) No Certificateholder shall have any right by virtue of any provision of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this agreementAgreement, unless · the holder has notified such Holder previously shall have given to the Trustee and the Depositor a written notice of default hereunder, and of the continuance of an Event of Defaultthereof, · as herein before provided, and unless also the holders Majority Certificateholders (or in the event that such action or proceeding relates to less than all of the Required Amount Classes, the Majority Class Certificateholders of certificates the related Class or Classes) shall have requested made written request upon the Trustee to institute such action, suit or proceeding in its own name as Trustee, Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it requires may require against the costs, expenses and liabilities to be incurredincurred therein or thereby, and · the Trustee, for 60 30 days after its receipt of the such notice, request and offer of indemnity, fails shall have neglected or refused to institute any the such action, suit or proceeding. Each certificate holder understands, and agrees with every other certificate holder and the Trustee, that no certificate holders may under this agreement affect, disturb or prejudice the rights of any other certificate holders, or obtain priority over or preference to any such other holders, or enforce any right under this agreement, except as provided in this agreement, and for the equal, ratable and common benefit of all certificate holders. For the protection prosecution and enforcement of the provisions of rights granted under this section 10.3Section, each certificate holder and every Certificateholder and the Trustee may seek shall be entitled to such relief as can be given either at law or in equity.

Limitation on rights of certificate holders. A certificate holder’s The death or incapacity will of any Certificateholder shall not operate to terminate this agreement Agreement or the Trust Fundtrust created hereby, nor entitle the certificate holder’s such Certificateholder's legal representatives representative or heirs to claim an accounting or to take an any action or commence a any proceeding in any court for a partition petition or winding up of the Trust Fundtrust created hereby, nor or otherwise affect the rights, obligations and liabilities of the parties hereto or any party to this agreementof them. No certificate holder may Certificateholder shall have any right to vote (except as provided in section 10.1herein) or in any manner otherwise control the operation and management of the Trust Fund Fund, or the obligations of the partiesparties hereto, nor will shall anything herein set forth or contained in this agreement or the certificates terms of the Certificates be construed so as to constitute the certificate holders Certificateholders from time to time as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; nor will a certificate holder shall any Certificateholder be liable under any liability to any third person for party by reason of any action taken by the parties to this agreement Agreement pursuant to its provisionsany provision hereof. A certificate holder may not No Certificateholder shall have any right by virtue or by availing itself of any provisions of this Agreement to institute any suit, action or proceeding in equity or at law upon or under or with respect to this agreementAgreement, unless · the holder has notified such Holder previously shall have given to the Trustee of the continuance a written notice of an Event of Default, · the holders Default and of the Required Amount continuance thereof, as herein provided, and unless the Holders of certificates Certificates evidencing not less than 25% of the Voting Rights evidenced by the Certificates shall also have requested made written request to the Trustee to institute such action, suit or proceeding in its own name as Trustee, Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it requires may require against the costs, expenses expenses, and liabilities to be incurredincurred therein or thereby, and · the Trustee, for 60 days after its receipt of the such notice, request and offer of indemnity, fails indemnity shall have neglected or refused to institute any the such action, suit or proceeding. Each certificate holder understands; it being understood and intended, and agrees being expressly covenanted by each Certificateholder with every other certificate holder Certificateholder and the Trustee, that no certificate holders may under one or more Holders of Certificates shall have any right in any manner whatever by virtue or by availing itself or themselves of any provisions of this agreement Agreement to affect, disturb or prejudice the rights of the Holders of any other certificate holdersof the Certificates, or to obtain or seek to obtain priority over or preference to any other such other holders, Holder or to enforce any right under this agreementAgreement, except as in the manner herein provided in this agreement, and for the equal, ratable and common benefit of all certificate holdersCertificateholders. For the protection and enforcement of the provisions of this section 10.3Section 10.08, each certificate holder and every Certificateholder and the Trustee may seek shall be entitled to such relief as can be given either at law or in equity.

Limitation on rights of certificate holders. A certificate holder’s (a) The death or incapacity will of any Investor Certificate- holder shall not operate to terminate this agreement Agreement or the Trust FundTrust, nor shall such death or incapacity entitle the certificate holder’s such Investor Certificateholders' legal representatives or heirs to claim an accounting or to take an any action or commence a any proceeding in any court for a partition or winding up of the Trust FundTrust, nor otherwise affect the rights, obligations and liabilities of the parties hereto or any party of them. (b) No Certificateholder shall have the right to this agreement. No certificate holder may vote (except as expressly provided in section 10.1this Agreement, including without limitation under Section 11.14) or in any manner otherwise control the operation and management of the Trust Fund Trust, or the obligations of the partiesparties hereto, nor will shall anything herein set forth, or contained in this agreement or the certificates terms of the Certificates, be construed so as to constitute the certificate holders Certificateholders from time to time as partners (except to the extent provided in Internal Revenue Code Section 860F(e) for holders of residual certificates) or members of an association; association for any reason, nor will a certificate holder shall any Investor Certificateholder be liable under any liability to any third person for by reason of any action taken by the parties to this agreement Agreement pursuant to its provisions. A certificate holder may not any provision hereof. (c) No Investor Certificateholder shall have any right by virtue of any provisions of this Agreement to file or otherwise institute any suit, action or proceeding in equity or at law upon or under or with respect to this agreementAgreement, unless · the holder has notified the Trustee such Investor Certificateholder previously shall have made, and unless a Majority in Interest of the continuance of an Event of Defaulteach outstanding Series shall have made, · the holders of the Required Amount of certificates have requested a written 100 107 request to the Trustee to institute such action, suit or proceeding in its own name as Trustee, Trustee hereunder and shall have offered to the Trustee such reasonable indemnity as it requires may require against the costs, expenses and liabilities to be incurredincurred therein or thereby, and · the Trustee, for 60 days after its receipt of the notice, such request and offer of indemnity, fails shall have failed to file or otherwise refused to institute any the such action, suit or proceeding. Each certificate holder understands; it being understood and intended, and agrees being expressly covenanted, by each Certificate- holder with every other certificate holder Certificateholder and the Trustee, that no certificate holders may under one or more Certificateholders shall have any right in any manner whatever by virtue or by availing itself or themselves of any provisions of this agreement Agreement to affect, disturb or prejudice the rights of the Holders of any other certificate holdersof the Investor Certificates, or to obtain or seek to obtain priority over or preference to any such other holdersInvestor Certificateholder, or to enforce any right under this agreementAgreement, except as provided in this agreement, and for the equal, ratable and common benefit of all certificate holdersmanner herein provided. For the protection and enforcement of the provisions of this section 10.3Section 13.03, each certificate holder and every Investor Certificateholder and the Trustee may seek shall be entitled to such relief as can be given either at law or in equity. Notwithstanding any other provision of this Agreement, the Certificates or any Supplement, each Investor Certificateholder shall have the right to receive the payments of all amounts due hereunder, under the Certificates held by such Holder and under the Supplement relating to the Series of Certificates held by such Holder and the right to institute suit for the enforcement of any such payment without the consent of the Trustee or any other Holder. (d) By its acceptance of the Transferor Certificate, the Holder thereof agrees that it will take no action with respect to such Holder's rights under the Agreement that is inconsistent with, or adverse to, the interests of the Investor Certificateholders.